Ascension of the Predacons
by VFSNAKE
Summary: An AU of Transformers Prime. Jack has been taken by an unknown party. His body altered, his mind shattered, friends are no longer friends, and the only one he now trusts from this change to his life is Airachnid...the one Decepticon who wanted to take his head for a trophy. Why? Because she is also like him and together...they intended to make their own mark in the war for Earth.
1. Chapter 1

Chapter 1-Experimentation

(A/N: This fic is inspired by Rise of the Predacons by Forsaken Darklost. Its one of my favorite fics ever! This will be different from his, but the idea is the same with a few differences, and you will see them in future chapters when things heat up. GO READ RISE OF THE PREDACONS! IT IS AWESOME!)

(Cue Transformers G1 Movie Unicron Melody)

The lab was bathed in darkness, lights blinking on and off every few seconds from lab equipment, computers, and other advanced systems in the large base of operations. A lone figure was working in for several hours and was standing in front of a large tube with a dark living breathing mass inside of it.

Well...standing wasn't really the most appropriate term to describe the figure, but rather the figure was hovering using micro suspension energy flux stabilizers that projected the body off the ground, and in front of the large tube. The large tube in front of the figure was currently filled with yellowy suspension liquid made to hold scientific specimens in a living, yet preserved state.

This particular specimen in the tube was alive, breathing, and currently asleep with various cords connected to its body. The figure looking at specimen moved over to a computer consol not that far away and activated the record button on the terminal to start one of many journal entries logged regarding this experiment.

(End Unicron Intro)

"Journal Entry #29383: I am living in the second seasonal cycle on this planet called Earth. My time on this planet has once again proven to reveal itself to be a remarkable place to inhabit since my arrival here over a millennium ago. Only recently not that long ago have I discovered this planet is no ordinary planet, but rather Unicron in a new form, and has recently been awakened before being put back into stasis. The actions of Unicron resurfacing and return to stasis has caused many things to happen that I have found to be intriguing. First, dark energon has emerged on this planet during his awakening, a large majority of the material was harvested by the Decepticons, and their leader Megatron. Second, normal energon deposits have long since doubled in the process since he was forced back into stasis. My theory is that they were all created surprisingly by Unicron, but for some reason yet unknown these energon deposits failed to become its darker counterpart. Third, the humans on this planet, which have proven to be a useful intriguing species to study, and experiment has produced a remarkable specimen for me to work with. I have already begun altering his genetic makeup, his body is no longer that of a human, but something else closer of Cybertronian design, and yet unique at the same time. For so long, I have strived to bring about the perfect servant to us, and take our revenge on those descended from our first two creations," replied the robotic voice, as the figure's thin tentacle like limbs went to other parts of the terminal, hitting buttons, and pulling levers with the systems around the specimen coming alive.

The specimen awoke from its slumber.

"Where am I? Who are you?" asked the entity in the large tube in a dark rumbling voice while looking at the strange oval shaped robotic form currently hovering barely a foot off the ground.

"Interesting. You do not remember me?" questioned the hovering robot with specimen in the tube currently in fetal position shook its head no.

"My memories of distant. Shattered. No sense of time," answered the creature honestly while the robotic creatures face transformed into a new face.

"The specimen's mind is nearly a blank slate. As projected when we first started," said a different melodic male voice coming from the robot before it transformed again into another kind of face.

"All of his technorganic parts have nearly reached full maturity. Scans show sign of a functioning T-Cog and the ability to transform into an alternate vehicle mode," said a third robotic voice that was raspy before the face transformed yet again.

"Curious and intriguing. This T-Cog is different then the usual kind. It is not designed to scan for a vehicle mode," replied the fourth voice before scanning the specimen over to fully understand its components.

"What am I? What have you done to me?" asked the curious creature in the tube, as he could not see himself, or what he had become.

"You are an experiment. One of many, but the only successful one we have had to date," replied the robot before a fifth face appeared.

"Time for sleep. We still have much to do before we can be let you out," replied the fifth voice, as a thin tentacle hit a button the consol, and within moments the specimen's eyes dimmed before going to sleep.

"That went better then expected," said the first voice after the robot changed its face from the fifth to the first before changing again to the second.

"Indeed. He has no true memory of his past or what he once was before our Sharkticons helped in retrieving him," said the second voice before the face changed to the third.

"What of his former allies? Do they suspect anything? If they learn about what we've done before we're ready..." came the third voice with a hint of fury and caution before his face went to the fourth.

"There is nothing to fear from the Autobots. They will never suspect one of their trusted allies is one of our loyal servants and a spy for our cause. Remember, they surround themselves with _human_ _technology_, and even the Autobot Medic's own scanners will not be able to reveal the difference," answered the fourth voice before the fifth one spoke.

"Besides, they are currently dealing with the Decepticons, and the hunt for the Iakon relics scattered throughout this planet. By the time we play our hand and reveal ourselves to them...," added the fifth voice before the face changed to the first one.

"It will be too late," finished the first voice before it began laughing.

Before transforming into the other four faces with each one laughing at the evil intentions being let out from the sound of the laughter.

(Autobot Base-One Week Later)

"How bad is it Ratchet?" asked Jack with Ratchet sighing at the state Bulkhead was in while going over the Wrecker with his scanners.

"Not good Jack. I've done everything in my power to help Bulkhead survive his ordeal, but his exposure to that Tox-En, and his fight with the Insecticon over it have put his body under heavy strain. I was lucky to even revive him after all the abuse he suffered during the mission. We are fortunate that Bulkhead is stubborn like Wheeljack and that his strength lies with his physical abilities over that of mental ones," answered Ratchet while working on Bulkhead yet again.

"How long until he recovers? Or should I even ask?" asked Jack with Ratchet letting out a sound and looked down at him.

"Bulkhead has a very slim chance of awakening from this Jack and even less of making a full recovery from his injuries. While I would like to be optimistic about this situation, I have seen too many Autobots fall during the war, and few have ever recovered from their own near fatal injuries," answered Ratchet with Jack sighing and rubbing his head.

"Its probably for the best Miko didn't hear you say that Ratchet. She'd probably take her guitar and throw it at you," remarked Jack with Ratchet scowling at him.

"Its not Miko's temper that concerns me, but rather Wheeljack's, and his Wrecker style way of doing things without approval from those higher-up in command," countered Ratchet before he looked around and noticed Wheeljack wasn't there.

Oh scrap.

"Something wrong?" asked Jack, as he looked around to see what Ratchet was looking for, and didn't see it.

"Wheeljack isn't here. That dumb slagging glitch faced moron! He went to pick a fight with the Decepticons and the Insecticon that did this to Bulkhead!" exclaimed Ratchet angrily while Jack backed up away from him.

"How can you tell?" asked Jack with Ratchet letting out a growl.

"Because that's what all Wreckers do when one of their own gets hit hard like this. They have always done things like this since the war and I doubt Wheeljack has changed in that regard. It was those kind of actions from a Wrecker that did more harm then good!" answered Ratchet with Jack looking concerned now.

"Good thing Miko isn't here or else she might have snuck on board his ship to get her own bit of revenge," added Jack with a chuckle while Ratchet simply nodded in full agreement before they froze in thought and looked at each other before they both sighed in defeated.

"She went with him," said Ratchet and Jack at the same time.

"Do you want to contact her? Or should I and convince her to come back to base?" asked Jack with Ratchet shaking his head.

"You can try. I have to work on Bulkhead and help speed up his recovery with what tools I have at my disposal. With one Autobot down, the hunt for any further relics could turn in Megatron's favor," answered Ratchet while going back to working on Bulkhead's form.

"I'll leave you to it and give you the necessary privacy while I call Optimus to let him know what's going on," said Jack before walking out of the area to a different part of the silo.

"At least _one_ of them is kind of enough to do that," whispered Ratchet knowing few did give him the space needed to work.

However, Ratchet failed to see Jack's one eye glow red when it was covered in a shadow he walked under when leaving the main area of the base, and headed for the bathroom meant for males only.

(Unknown Location-2 Hours Later)

"Journal Entry #29578: Subject's body has reached full maturity, all internal organs that once ate organic food have been completely altered to devour energon, and his memories of the past are still scattered. To ensure our test subject has no loyalty to the Autobots, we've scanned his memories prior to our altering of his human body, and uploaded only the ones where the Autobots have been somewhat hostile to him. While rare, we can use these memories against the Autobots, and those among the group that would try to convince him to return. Several of these memories are more impacting then others, but each one holds value in driving our specimen away from the Autobots. We have also enforced that the Decepticons are not to be trusted and used plenty of Megatron's past actions from what our test subject has seen to further enforce that point across," said the figure recording his journal entry before the face transformed.

Out of all the different human specimens they had acquired over the centuries for study, this one was the most promising of test subjects they collected, and he was without question the key to their revenge. Past test subjects would either reject what was done to them or their bodies would change into something else entire that resulted in some of them escaping into the world. Each one a failure and later found dead due to their bodies being unable to sustain themselves for long outside of the lab. But this one was unique, advanced even from what it determined from the genetic samples of their experiment acquired before taking their prize out from the nose of the Autobots. Indeed, this subject was proving to be a remarkable find that could not be found on this planet, and would not be found for another couple of centuries.

A beeping sound on another terminal drew the creature's attention away from its thoughts on the current achievements acquired from the past few Months experimenting on this test subject and soon hovered over to the communication terminal.

_"Master, I have an update regarding the situation at the Autobot base,"_ came a voice that was distorted and scrambled to prevent identification.

You never know who might be trying to listen in on their conversation.

"What do you have to report?" asked the robotic figure now speaking in a raspy voice.

_"The Autobots are down one of their own. He was badly injured fighting an Insecticon and is being treated by the Autobot Medic as we speak. Their is a strong chance the Wrecker may die from his injuries. The other Autobots and their human allies have long since left the base for energon scouting runs. The other Wrecker named Wheeljack has left to get revenge on the Decepticons and the Insecticon responsible for his friend's near death situation. The tools I need are at the ready and awaiting your orders,"_ replied the scrambled voice.

"Excellent news. The time to begin the next phase of the plan has arrived for us and come sooner then expected. Proceed with the next part of the plan JX2. Free _her_ from the stasis pod and then ensure she knows to come here," ordered the robotic squid like figure.

_"My target has history with...__**him**__. She will no doubt try to terminate me upon eye contact before I can provide the necessary coordinates,"_ said JX2 with hesitation in his voice.

"Yes. Given her past behavior, I calculate there is a ninety percent chance our target will lash out, and destroy your body. Nevertheless, you will do everything in your power to ensure she comes to us. Is that clear JX2?" commanded JX2's Master.

_"Yes. I understand Master. I will proceed with the next phase of the plan. JX2 out!"_ said JX2 before the line went dead.

"Sharkticons, prepare for our future guest. Ensure we are ready and should she try to do anything hostile like _last time_," commanded the robotic squid figure with the Sharkticons nearby nodding dumbly before setting out to do their assigned task.

(Autobot Base)

JX2 closed the communication system built into his palm and let out a sigh even though he didn't have to sigh. The only reason JX2 sighed was because the being that he was modeled after would have sighed in his place and acted like the human would due to his brainwaves being copies of the original to further make his actions more realistic. His Master had acquired a sample of the original's blood and made a synthetic version of it to fool even the Autobot Medic's own scanners along with the base's own sensors to avoid possible detection.

But now it seemed that the deception was coming to an end. A shame really since JX2 was starting to like his life among the Autobots and humans around him.

"Jack! Jack are you okay?" came the concerned voice of a young boy by the name of Raf from outside the bathroom.

"Yeah Raf. Just some food that didn't agree with me. You know how my Mom is with organic tofu," replied JX2 using one of the memories of Jack eating organic tofu and how his stomach disagreed with him later on.

"Okay. Just wanted to let you know Miko is heading back to base with Wheeljack. They took down the Insecticon that injured Bulkhead," said Raf with JX2 grimacing since he didn't expect anyone to get back so suddenly.

He would need to act fast.

"That's great! I'm glad they both made it back in one piece. Go and greet them when they come in. I'll be out shortly," said JX2 while sensing the young boy nod and rush off to do just that.

Letting out another sigh, JX2 waited another minute, and then opened the door to the bathroom before heading for his intended destination.

Airachnid's stasis pod.

"Wheeljack, what you did was reckless, and with Miko added to the mix its a miracle the two of you weren't destroyed by the Insecticons," scolded Ratchet with Optimus and the others watching.

"What was I suppose to do Doc? Let the Cons get a free pass? Bulkhead is my friend and a fellow Wrecker. Wreckers don't leave one of our own to suffer when taking hits like that," said Wheeljack with Ratchet scoffing at his response.

"Besides, we got the jerk that took down Bulkhead, and sent a message to Megatron to not cross us like that again!" added Miko with Ratchet gritting his metallic teeth.

"Unfortunately Miko, I fear that Megatron did not receive the intended message, as the other Insecticons you encountered will no doubt report to him of your involvement, and he will now take human kind more seriously in terms of being a threat," replied Optimus with the others looking at him now.

"You think he would do that now? I've seen the way he looked at the children when he was here. If anything, Megatron looked at them with annoyance, and not worth his time with the exception of Jack," said Arcee while Raf was mocked more then admired by the Decepticon Warlord.

"Megatron will see this as a wound to the Decepticon cause and his own pride in letting a species he deems inferior land such a powerful blow to his forces. His retaliation upon the human race will be swift and merciless to anyone caught in the crosshairs," replied Optimus gravely with the others not liking that one bit.

"I'm just glad Jack was able to call Optimus regarding this situation with the Insecticons and what you two did," stated Ratchet with Optimus frowning in confusion and so did the others.

"Uh...Ratchet, Optimus didn't get a call from Jack," said Arcee since she would know on account of her being on the scouting mission with the Prime.

"What? But Jack said he would call Optimus while I was working on healing Bulkhead!" countered Ratchet before everyone looked around and found the boy was not with them.

"Jack? Jack where are you? Jack!" called Arcee and looked at the Prime now frowning with worry.

"He was in the bathroom earlier, but was going to be out soon," explained Raf, but even the boy genius knew that Jack should have been here by now, and was getting worried.

"Ratchet, check the security cameras for Jack's current location here at the base," ordered Optimus with Ratchet going to the main consol and bringing up the security camera that were all over the base.

"What in the name of Primus?! What is Jack doing?" questioned Ratchet after finding Jack's location and zoomed to show Jack was where they kept the Iakon relics acquired by them so far.

And where Airachnid's stasis pod was located.

"Let's find out," replied Optimus before he and the others headed toward Jack's location to get answers.

(Iakon Relic Storage Area-Few Minutes Earlier)

JX2 quietly opened up the door holding Airachnid's stasis pod, the memories Jack had of his interactions with the Spider Bot suddenly manifesting themselves for a brief second, but were quickly squashed, and focused on the task at hand. His Master's orders were clear regarding this particular Decepticon and that she was to be freed from her current prison right away. Why JX2's Master wanted Airachnid free from the stasis pod and then have her visit him at the secret base was beyond him. But JX2 knew it wasn't his place to question the Master and was programmed to obey no matter what.

Even if it meant JX2's annihilation.

"Time to get to work," said JX2 before he took the blow torch he had acquired and put a protective facial helmet over his face before getting to work on the stasis pod.

JX2 he needed to act fast. While he was sure the others wouldn't miss his presence, JX2 also knew that there was a chance Ratchet would mention him calling Optimus about the situation with the rogue Wrecker taking Miko to get revenge on the Insecticon. Once it was confirmed that Optimus was never called and his presence not being there apparent to them all...they would come searching for him.

By that point, the ruse would truly be over, and the truth unraveled. His time was short in more then one way and had to make it count in order to carry out his Master's plan.

"Jack! What are you doing? Get away from Airachnid's stasis pod!" called out Ratchet, as the sounds of the Autobot, and the others with him made themselves known to JX2.

The fake Jack grimaced, as his time table had not gone as planned, and ignored the group heading his way knowing he only needed to cause a minimum amount of damage to the stasis pod in the corner section to force an emergency release. According to his Master, it was a failsafe for all stasis pods in the event they landed near lava, or anything else that would result in killing the Cybertronian sealed away. How his Master knew this, JX2 didn't know, and didn't ask since it wasn't his place to know these things much less ask others about them from those who did.

"Jack! Step away from Airachnid's stasis pod! Now!" commanded Optimus, his weapons now drawn, and the others had done the same in the event the boy succeeded in freeing the Spider Bot from her prison.

"I can't do that Optimus," replied JX2 in a sad tone while hearing the sound of their guns charging with energon in weapon form and knew they were getting closer.

"And why is that?" asked Arcee while feeling hurt and betrayed by her partner that he would do this.

"For one...I'm not the person you think I am Arcee," answered JX2 while he didn't stop his work before seeing the crack in the corner spot, turned off the torch, and then picked up the sledgehammer on the ground next to him.

And swung it with all his inhuman strength he was told to hold back until this point with the damage to the stasis pod after five harsh swings being enough to cause an emergency deactivation. The stasis pod soon retracted into itself while Airachnid came to the land of the living and that of conscious thought. She looked around to see what had befallen her before looking down at the sight of her human prey, which brought shock to her optics, and was soon replaced by pure joy.

"My Jack!" exclaimed Airachnid, as she quickly grabbed JX2, and held him close to her face plate before walking out of her prison cell within a cell to see the Autobots currently aiming their weapons at her.

"Surrender Airachnid and put Jack down," ordered Optimus with Airachnid smirking at him and then at Arcee.

"Why should I? So you can restrain me further like Arcee did with that stasis pod. Not a bad plan Arcee. Shame it didn't last very long. Now your partner is going to pay for it with his life like all the others before him," replied Airachnid gleefully with Arcee now growling at her.

"You so much as cause a single bruise to his body...," threatened Arcee with Airachnid letting out a cruel chuckle.

"What? You plan to kill me? You keep threatening me with that Arcee, but every time the opportunity knocks..._you ignore it_!" mocked Airachnid before turning her head to look at what she was assumed was Jack.

"You don't want to terminate me...at least not yet," said JX2 with Airachnid looking at him with a raised metallic eyebrow.

"Oh?! And why is that my dear sweet Jack?" asked Airachnid before she saw his eyes glow with a hint of red in them.

"For one...I'm not Jack," answered JX2 before a beam of energy shot from his eyes and into her own much the shock of everyone seeing it for the span of 2.5 seconds that the beam of light was visible.

"I see. Thank you for sharing that information with me. You serve your Master well," stated Airachnid with a hint of respect in her voice much to the confusion of the Autobots watching her.

"Its what I do," replied JX2 with Airachnid smirking at him.

"No. Its what you _did_!" corrected Airachnid before crushed him in her hand, his blood spraying all it, the walls, and the floor with Arcee watching everything like it was in slow motion.

"JACK!" yelled Arcee in horror with Airachnid turning to face her arch nemesis and threw the mangled body of JX2 at her.

"Catch him if you can Arcee. Maybe you can stabilize him if your Medic works fast!" mocked Airachnid before tunneled herself deeper underground knowing she needed to get out of the confined space and to the surface to transform into her alt mode.

While this happened, Arcee moved quickly to catch the boy's body, his mangled form seemed to linger in midair in an almost mocking fashion to her optics, and dived for the form that she believed was her partner. A dive that proved to be successful in the end, as she did catch him, but upon looking at his form could only see the horror that it had now become after being crushed by Airachnid, and soon had Ratchet hovering over her to see his remains.

"Bumblebee! Wheeljack! We need to get outside and stop Airachnid from taking off to whatever location she intends to hide. If she were to make contact with Megatron, the base's location could be revealed to him, and divert his attention away from her," said Optimus with the other leaving Arcee and Ratchet to look at the remains of what they assumed was their friend.

"Jack...why? Why did you do it?" whispered Arcee with her optics filled with only sorrow.

"Arcee...that's not Jack," whispered Ratchet before he was suddenly hit in the face by a now enraged femme Autobot.

"Don't you dare say that to me again!" exclaimed Arcee with Ratchet rubbing the side of his face.

"I may not like saying it to you Arcee, but my scanners were able to confirm it before your fist hit my face. That's not Jack at all," replied Ratchet with Arcee looking at him and then the mangled body in her hand.

"What is it then? What am I holding?" demanded Arcee with Ratchet looking at her with a grim look.

"An android. A robotic body with fake synthetic skin, flesh, and blood designed to fool even those closest to Jack. Mainly us, the children, and even his Mother if my theory on this is indeed correct," answered Ratchet with Arcee looking at him in horror.

"His Mother? June! You don't think she is...?" questioned Arcee with Ratchet shaking his head no.

"If Mrs. Darby was an android like this fake Jack, then she would be here helping free Airachnid from the stasis pod, and suffer the same fate as the android version of Jack," replied Ratchet with Arcee nodding.

"All the same, we should make sure. Just to be safe," said Arcee with Ratchet nodding knowing if Jack had been replaced by an android without them knowing any of the other human allies they had could be androids too.

There was no telling who else was not what they appeared.

(Unknown Location)

The creature stirred within its preservation tube, the thin metallic tube connected to its body feeding him nutrients that would promote full body maximum potential in terms of size, strength, and eventually combat efficiency. Its system processor was in the final stage of formatting, what shattered memories were stabilized for watching became accessible, and the creature did just that.

_Your not my partner! Your a kid! You are here because this was suppose to be no risk!_

Her words hurt him deeply. Yet he wasn't injured or showed any physical wounds. Why did it hurt to hear those words?

_Get this through your head Jack, you're not my partner. You are a liability!_

Jack? What that its name? Why was he so...small? Puny?

_How could you use Bumblebee for your own personal gain?! And for what? To impress some girl by racing? She only likes you because of your motorcycle. Which just happens to be me! Do you know how close you came to being a prisoner on Megatron's ship? Knock Out was known for ripping into Autobots during the Great War and wouldn't have problems ripping you apart to see what makes you tick!_

Again with the lecture from the angry blue femme? For what? Something to do with racing? It made no sense.

More images appeared of the other Autobots. The orange and white one seemed to have a chip on his shoulders all the time. The yellow and black one was more energetic. The all green and rounded Autobot clearly had anger issues while having a protective nature for the human girl he drove around.

_Dude! You're not a chef. You're a rock star!_

Rock star? What was that?! The creature then saw the same human girl running through a portal his mind instantly told him was Ground Bridge and it seemed there was always trouble on the other side of the portal. The girl seemed to love it. Crave it even! And what was he doing during all of this? Running after her. Calling out for the girl, this "Miko" from what he remembered calling her to come back, and saving the foolish human from being killed while the Autobots fought the Decepticons.

And how was he rewarded? With scolding! And Miko? Nothing! No look of disapproval. No frown of disappointment in poor judgment. She just made this pouty face and all was forgiven. It wasn't fair!

The specimen in the tube stirred almost violently for the first time since its awakening and let out a brief growl from deep within its throat. Its creator turning slightly to look at him for a moment with a curious expression on one of its five faces and personalities before going back to its worktable.

_I mean it Jack. You have to be more responsible. Your grades are slipping and your boss at work says you've been late several times!_

Another argument. It seems everyone around him was being judgmental and scolding. This one seemed...familiar. Someone he had known for most of its life before being what it was now. She had clearly been a main influence in his life, but why was she being so mean now in this memory? What grades? What job? Who was his boss there?

The creature stirred more in its forced slumber though more in discomfort then rage and more memories around the current one manifested themselves. Images of him working at a "fast food joint" called Knock Out Burgers. Images of humans his apparent age or around his age laughing at him for having such a demeaning job while they got to hang out and have fun. The creature recalled a time when he wished to be like them. Happy. Free to do what they wished rather then being _caged_ like some animal or exotic pet to mocked by others. He yearned for more! He wanted more!

Surprisingly, the images vanished to another one where he was encountering a dangerous femme in dark plating with purplish lines running down the body structure. The optics were the same purple color and she had a soothing voice that was melodic when talking to him. The creature calmed itself at the memories of this Decepticon (if the symbol on her chest plating was anything to go by) and rather then be completely terrified at the sight of her through the memories his processor was showing...it was actually soothing.

She was a predator. She hunted. She stalked. She killed her prey with great finesse while a few messy kills existed here or there. It didn't matter. This femme was good at what she did and it was making him feel something deep within his Spark begin to pulse.

"Curious. His Spark's heartbeat has suddenly doubled," remarked the squid like robot creature while examining his specimen.

What could his specimen be thinking about in his stasis nap?

(With Airachnid)

The Spider Bot was laughing in her alt mode with vicious glee with a sadistic joy that went down deep all the way to her Spark at the sight of seeing Arcee's expression of horror when the foolish Autobot femme believe Jack had been killed. It was even sweeter knowing she gave Prime and the others the slip once outside of their base. A good piece of information to have should she get into a bind that required a trade in exchange for the needed maneuvering room to escape. As for the Autobots, by the time they even realized that the Jack she had slain wasn't the real one, Airachnid herself was going to be long gone, and away from her various enemies.

The last part ended the laughter however, as the reality of the situation she was now in had finally hit home, and Airachnid realized her current dilemma. On one hand, she _could_ go back to Megatron, hoping he wouldn't try to scrap her, and forgive the Spider Bot for sending all those Insecticons after him. Fat chance of that happening. Second, she could lay low on her own, digging for energon like a lowly creature, and wait for the Autobots or Decepticons to find her. She had more pride in herself then that! And then there was the _third _option presented to her via the android that looked like her Jack. The beam of red light was actually triple encrypted information that only her processor had the means of decrypting on account of her mind having the only cipher for it. But should she return to her creator? Could she? The pain she went through all those Mega Cycles ago were almost too much for her mind to handle even now. The only reason Airachnid was even _partially_ sane right now instead of _completely _insane (a big difference when you think about it) was because she had channeled her anger, rage, and hatred for what had become of her body toward the Autobots during the Great War. But where else could she go? The information the android sent her also provided a set of coordinates to follow and where to enter the hidden base of the one that made her body the ruthless hunting machine it was today.

What's more, the _thing_ that had..._remade_ her just prior to the war had apparently had key information on where her Jack was, and promised him to Airachnid upon coming to the lab. The message also stated that it was important she return to _him_ in order for the not so good scientist to finish what he had started before her..._protest_ when she awoke to find herself in spidery form back when the Great War first began.

With her options limited, she decided to go to the one that made her into Airachnid, and let the mad scientist finish what he started Mega Cycles ago.

She would return to the Quintesson.

(Autobot Base)

No one could imagine what they were seeing on the operating table. The Autobots, the two remaining children, June, and Agent Fowler were all present for this after a series of test done by Ratchet to confirm the humans with them were in fact human. None of their human charges could hide their surprise at seeing the remains of the android that they had all assumed was Jack before they were told what happened. June was horrified knowing her only son had been replaced by an android and she never even noticed it. Aside from her job at the hospital, she saw her son every chance possible, even more now after being brought into the secret alien war Jack had been dragged into Months prior to M.E.C.H. having forced the Fates to make certain things aware to the once naive woman.

Not that far from June, the Autobot femme Arcee was silently trying to process what she had witnessed back in the Iakon relic storage unit with Airachnid crushing the android version of Jack, and wondering where the real Jack was. The only possible answer to the question was the boy, her partner, and _friend_ was kidnapped by an unknown party.

At first, Arcee along with Ratchet suspected the Decepticons, but Optimus stated that Megatron would have attacked them long before now, and the android would never have made the attempt to free Airachnid. The Prime concluded another foe was currently at work, lurking in the shadows, gathering what resources were needed, and was waiting to strike with everything needed to obtain absolute victory.

Which was why Agent Fowler was looking for other potential bases that could be used to house the Autobots while staying the state of Nevada. Fortunately, there were several other locations in Nevada desert that were perfect to use, and just needed to get the all clear from his superiors on the possible choices for the Autobots to take up residents.

"How could Jack be replaced by an android without us knowing? Shouldn't we have seen the signs? I mean...wouldn't he be all twitchy and learning impaired when interacting with us?" questioned Miko with Ratchet sighing and mumbling something in their native tongue.

"Miko surprisingly has a point. This android acted exactly like Jack and we don't even know how long Jack's been missing," added Arcee with June wincing and holding back tears that wanted to fall down her face.

"Not necessarily. This is a highly advance android made with Cybertronian technology that I believe far exceeds what Megatron has on his warship. This android was designed _specifically_ to look, act, react, and interact as Jack would if he were here with us...with the exception of him freeing Airachnid from her prison," said Ratchet when June and Arcee gave him a glare to say that last part.

"You said this was Cybertron technology. Only Megatron has access to that kind of tech on his ship. Why aren't we assuming he's had a hand in this?" asked Wheeljack curiously.

"Megatron did seem to dislike Jack when they saw each other before we went into the Unicron's Spark chamber," added Arcee while shuddering at the idea of what could be happening to Jack on Megatron's Warship.

"For one, the _Nemesis_ has yet to be detected remotely near our base for some time. Two, Megatron would not hesitate to gloat over capturing Jack, and make sure we knew he was in agonizing pain. Since neither is the case, we can only assume, and hope that Jackson is indeed alive...and healthy," replied Optimus with the others nodding though it was clear they weren't thinking all positive thoughts.

"How do we even find Jack? Or Airachnid? Why did this android free her? Who made this thing?!" Arcee demanded angrily before punching the wall nearest to her form.

"Can't we put part of him together and get answers? Like that one classic movie where the android went crazy and they plugged him back in to get answers?" asked Miko since she recalled a horror movie back during her parents time that did really well and had a similar problem with an android.

Now if only she could remember the name!

"We could try that. Though I would advice caution in case there is some kind of failsafe implanted in the android we can't detect to make it explode," answered Ratchet, as he began working on patching up the android's head to the rest of its body.

"We have to take the risk. For Jack's sake," said Arcee with Ratchet finishing his patch job and almost instantly the android awakened though slowly.

"Hello everyone. Its good to see you all again...despite the current circumstances," said JX2 before he let out a sheepish chuckle.

"Who do you serve?" asked Optimus with JX2's face sporting a sad smile.

"I regret that part of my programming prevents me from revealing information about my Master to you. He anticipated this might happen to me after I set Airachnid free. I can't even tell you what kind of species he hails from," answered JX2 with Ratchet muttering something about failsafe programs.

"What can you tell us?" asked Arcee with JX2 smiling at her now.

"That I was meant to get close. Just like Jack could. My Master made sure I acted like Jack in every single way. From personality, to recalling memories, his reactions, and even being able to eat organic food. Incidentally I would advise June to cut back on serving the organic tofu. Even my own systems that were design to handle digesting organic things humans eat was heavily strained," answered JX2 with June blushing slightly in embarrassment.

"She'll keep that in mind. What about Jack? Where is he?" demanded Arcee while she gave the android a heated glare.

"With my Master," answered JX2 with the others looking uneasy.

"Why did your Master take him?" asked Optimus while seeing JX2 tilt his dislocated head towards the Prime.

"I do not know. I was not told such things by my Master," replied JX2 with June's face getting increasingly worried while Miko walked up to JX2 with a scowl on her face.

"Come on! You have to know something. All androids know something useful and you know something. So spill it already!" exclaimed Miko with JX2 just letting out a small chuckle with synthetic blood leaking from the side of his mouth.

"You watch too many movies Miko. This is not a movie. I'm sorry I can't be much help to you. Believe me when I say I wish to help you. Sadly, while I do have Jack's brainwave patterns, and personality...I am bound overall by the programming of my Master. Even if I wanted to point you in the right direction like Jack no doubt would in my place...I can't disobey," replied JX2 sadly with Optimus nodding.

"What did you send to Airachnid with that beam?" asked Arcee with Jack looking at her.

"I want to tell you Arcee. I want to tell you because I know Jack would tell you. But I cannot. Again, its all part of my programming," replied JX2 with Arcee's optics softening a bit.

"Come on! Give us something! Anything! Like when you were created? Or when did Jack get kidnapped and you took his place?" demanded Miko with JX2 thinking for a moment.

"That question I can surprisingly answer for you. It was around the time the United States Government began to question whether Optimus Prime had gone rogue before it was discovered that M.E.C.H. was responsible for the various incidents in their attempt to discredit all of you. I recall my instructions being given the very day Jack was taken by my Master, at his part-time job after work, and Arcee was out on an energon scouting mission with the others. Optimus was in disguise at the military base where Agent Fowler was giving his report on the recent events that led to that meeting in the first place. My Master is very through in his work when it comes to monitoring you all," replied JX2 with the others looking unnerved by this.

"That meeting with General Bryce was Months ago! How did you act like Jack would so quickly?" demanded Agent Fowler with Ratchet sighing.

"As I explained to you before Agent Fowler, this android was designed to act just as Jack would in our presence, and considering it has a copy of his brainwaves leading up to that point...it didn't have to try very hard," said Ratchet with Fowler looking at him and then at JX2.

"Ratchet is correct. For now, our best bet is to find a way to track Airachnid, and find her before Megatron notices her sudden return. Wherever she is going, it is possible that our mysterious enemy will be there too, and hopefully with Jack," stated Optimus with JX2 smiling at him.

"That's the spirit. If its not too much trouble...could you deactivate me? I'm too mangled to be repaired and even if I was...I'll never be at the top of my game. End me," requested JX2 with the looks from the others being showing they were shocked and surprised by it.

"Are you sure? We could put your mind in a computer or something," offered Raf with JX2 letting out a chuckle.

"Thanks Raf. You're every bit the friend Jack knows you would be if he were here in my place. Sadly, I'm on borrowed time as it is, and my mind will be of no further use to you in the next two minutes," answered JX2 with the shock appearing on everyone's faces.

"Why is that?" questioned Ratchet curiously.

"Because of a program built into me to terminate my mind should I ever be reactivated upon being put in the state similar to what I'm in now. From what I've been able to see with the program's function...its going to hurt me...a lot!" answered JX2 before looking over at June with a sad smile.

"That's why you want us to finish you off. So the program wouldn't do it in our place," said June with JX2 smile increasing.

"Yes. I may go offline one way or another, but if its all the same to the rest of you...I'd rather not die in agonizing mental pain. You have less then ten seconds," replied JX2 with Ratchet moving to pull the plug and after pausing for just a moment...disconnected the necessary nodes that connected the android's head to the rest of his body.

"What do we do now Optimus?" asked Arcee with Optimus Prime thinking for a brief moment.

"Ratchet, see if you can find any clues within the android's remains while Arcee scan's for Airachnid's signature. Agent Fowler, you must inform you superiors that this base has been compromised, and we are in need of a new one," commanded Optimus knowing what needed to be done.

"Already on it Prime. Each potential base has the necessary shielding and even additional space to house any additional Autobots that come around. Along with their ships and toys though the space for those things are a bit tight," replied Fowler with Optimus nodding and turning to a worried Arcee.

"Optimus, this foe that has Jack...why did he just take him, and not the others? Why not contact the Cons and tell them where we live? Why free Airachnid? It makes no sense!" said Arcee with Optimus nodding.

"It may seem like that at first Arcee, but I believe the purpose behind this new aggressor reaches beyond the conflict between Autobot, and Decepticons into a realm beyond our understanding," answered Optimus with Arcee hating how cryptic he would get with his responses.

"Optimus, if you want, I can take the _Jack Hammer_, and fly around the planet to increase the chances of running into the crazy spider," offered Wheeljack with Optimus shaking his head no.

"Our energon supply is low as it can possibly be Wheeljack. Your ship while impressive in its armaments and flight will require more energon when refueling then all of us put together. We will need you and your ship at the ready with enough fuel to last in a fight should it be needed," replied Optimus with Wheeljack nodding.

"I understand. A secret weapon to fight the Cons in the air should you need air support when the time counts. No problem," replied Wheeljack, as he looked over at a downed Bulkhead, and frowned knowing his buddy was in such a state.

(With Airachnid)

She stopped halfway to the coordinates, landing in a deserted area, still in her alt mode to think for a moment, and Airachnid used this time to properly process what could happen when she got to the base with the Quintesson waiting for her. She knew he would have his small army of Sharkticons at the ready, waiting to strike if given the order. And why shouldn't they? They were dangerous yet stupid. Mindless drones that served their Master because it was in their programming just like the Insecticons she commanded only they acted in a hive minded form.

Wait! The Insecticons? Of course! How could she be so stupid?! They were alive and active...under _Megatron's_ _command_. Scrap! Wait! The link between her and them was still active. In fact, the stasis pod only weakened the link, but never turned it off, and all she needed to do was call upon them like before to meet her at the Quintesson's base of operations. They could even the numbers in fighting off the Sharkticons should she need them in the event her barbaric scientist responsible for her reformatted spidery form she now possessed tried anything lethal.

'We didn't exactly leave on good terms. If anything, that glitch of a squid might try to alter my programming to make me his obedient slave like the Sharkticons, but slightly higher in the intelligence level, and yet stupid enough to march to my death. I can't have that. Not with Jack possibly being there for me to run my servos through and then give to Arcee while keeping the head for myself,' thought Airachnid before she used the weak link with the Insecticons and began to reach out to them before taking off once more in the event that five faced scrap of a glitch head was monitoring her movements.

(Quintesson Lab)

The being in the tube, which concluded upon access to the memories that its name was Jack, opened its eyes to see the squid like creature working on a terminal, speaking into a microphone system, and recording something into it. A journal perhaps for scientific purposes? Or something else entirely? Whatever it was, Jack felt something was off about this creature, he disliked him for some reason, and had the sudden urge to be violent. Not knowing where it was coming from, Jack stomped on the feelings he felt, telling himself to wait for the proper moment to use them, and just watch his creator for now. But what to do since then? Count the other creatures that were different from his creator, yet all looked all the same? Boring. Been there and done that. As he looked over at the terminal the squid like robot creature left, Jack got a crazy idea, and decided to act on it.

'Raf would be proud,' thought Jack before he jerked back at the mention of the boy and frowned for a moment at why that name sounded familiar before shaking it off to carry out his plan.

Acting as discreetly as possible or as possible as he could since he had never done this before today, Jack used his processor to access the database in the lab, and called up the journal entries within. It wasn't hard to access them surprisingly, as his creator didn't really think it was necessary to guard his findings from his past experiments on account of the only one accessing them would be him, and didn't anticipate any unwarranted access. With his eyes now closed, Jack focused on the entry that was being brought up, and playing within his mind.

_Journal Entry # 14958: I have just arrived sometime on this planet to study the primitive species that dwells here. My first impression of the species upon observing them is that they are mindless, violent, and easily provoked over the smallest matters. They horde, they fight, and betray each other for what they want. They form governments to retrain the chaos around them and provide stability only to be cast down or altered from the wars they start with each other. It should be interesting to see how far they will go before wiping themselves out._

_Journal Entry #16789: the species which have been called humans are more fascinating then I first suspected. They have advanced themselves quickly through war and are fast learners when it comes to military tactics. They make alliances with each other, only to break them later, and lash out in such violent ways. While their individual lifespan are relatively small, a fraction compared to my own, and those of Cybertronian origin they make up for it by moving themselves increasingly fast to make up for it._

_Journal Entry #16854: my continued observations of the human race has shown me what I already know, as they spiral out of control into chaos despite their pitiful attempts at controlling, or stopping their species from wiping itself out. They have gone from swords to guns. Arrows to cannons and missiles From the organic creatures they call horses to mechanical vehicles for transportation with the goal in mind for their advancement being to kill each other._

_Journal Entry #17973: the human race continues to intrigue me with the level of violence they are willing to unleash on themselves. I've collected quite a few specimens since my own arrival to this planet, its energon supply being more then enough to sustain me, and my experiments on them. The genetic code of the human race his highly complex, which I find ironic considering the species itself is primitive by nature, and act in such a simple manner. Their organs are the same way as I learned from my examination of a male human specimen after he tried to escape and had to be...put down before my examination began. Their brains are impressive as well, scans show that the human brains are only working at ten percent at most. The rest of the mind seems locked however, as making attempts to awaken it has resulted in...violent reactions, and the specimens dying soon after. Forced evolution is clearly not possible at this stage._

_Journal Entry #23238: my research up until now has stalled due to the humans I have examined in my experiments not showing any potential for the grand plan I wish to start with this species. None of the current test subjects I have used are able to bond with the CNA I injected into them and their bodies have rejected new genetic strains despite initial tests that their bodies hold the potential to do just that. However, I am quite intrigue by one such human, who upon recent chaotic events has had interaction with the Autobots, and has now joined their group in battling the Decepticons. I will watch him with great interest and see just how much potential this human male possesses._

_Journal Entry #23403: my own scanners have shown me the boy is indeed different from the usual humans and shows much promise for future experimentations. After acquiring some of his genetic material from the medical station at the education building the human male attends. The human male was sent there when he got into a fight with another male named Vince, an unimpressive human, who at best symbolizes the possible devolution of the human race, and should eventually be put down to prevent his genetic material from spreading like all organics do on this planet at one point or another. Upon studying my intended human specimen's genetic code, I compared it to the other past samples, and found that this human named Jack could be a potential candidate for the vision I have longed to achieve yet failed to accomplish since that blasted Cybertronian femme broke free before she could be restrained to complete the process._

_Journal Entry #23590: the human male now known as Jack has an unusual energy about him now that the other two humans around him do not possess. It is of Cybertronian energy similar to that I sense within Optimus Prime and the Matrix of Leadership. How that is possible still eludes me despite several theories I have, but the fact remains the human male is not dead yet from being exposed to such energy is amazing, and further study is required. Unfortunately, the battle between the Autobots, and the Decepticons has increased since my last observations of the boy so abducting him will require more time._

_Journal Entry # 24690: I have just learned something incredible and startling about this planet! It seems Unicron himself has become the very world in which I now reside on. How could I have not noticed?! The energon laying on this planet was no doubt at one point dark energon, but years of being untouched allowed the darkness to leave, and the energon spoils left by Autobots during the end of war helped further in negating what was already here! It also explains the chaotic nature of the humans that reside on the Chaos Bringer, as they are his progeny, even if the arrogant being doesn't acknowledge them as such, and only drives me further to bring about my grand vision. I must tread cautiously though, as the Bringer of Chaos recognizes friend nor foes to be his equal, and will not hesitate to destroy me should he learn of my own existence._

_Journal Entry #24780: The Chaos Bringer has been defeated by the combination of the Autobots and Megatron using an unorthodox strategy of enemies working together to defeat a common foe. While I do not know how it came to pass that Unicron was put back into stasis, I do know that the matrix energy surrounding the boy has not dimmed since Optimus Prime's lack of presence, and upon learning why has startled me greatly. The Key to Vector Sigma is said to be the bridge between Vector Sigma and Prime should the latter lose their memory for whatever reason. What intrigues me however, is the boy's body has not had any problems in handling the excess energy leaking from the Prime when near the human, and seems to be drawn to him. When near the other humans, it seems to stay within the Prime, as if the Matrix of Leadership knows the energy will harm them, and wishes to prevent that. I MUST have my chosen research subject soon or I will be forced to risk revealing myself sooner then expected._

_Journal Entry #24890: I have finally acquired the boy at his place of work. So demeaning for a human of such potential to work at such a lowly place of human business. I almost pity the android copy I made of Jack, which I have made to prevent the risk of the others around him from being alerted to his disappearance, and I am confident JX2 will carry out his mission flawlessly._

_Journal Entry #25020: My newest specimen has gone under a series of tests, all of which he has passed, and shown remarkable results from the data collected. I took more genetic samples and tested on whether the CNA would be rejected when bonded to the human's genetic makeup. My preliminary results estimate that the boy has an astounding __**ninety percent**__chance of bonding with the CNA without complications or risk of rejection. As it stands, I need him sedated for the duration of the experiment, and to prevent risk to his body being damaged during the changes it will undergo. No doubt he'll awaken every so often, but won't remember it, or anything prior to his body's changes. Even if he did, I can always alter, or delete his memories to serve my purposes._

Jack growled lowly in anger at hearing this and snapped his eyes open to stare at the robotic squid like creature with disgust while making a silent promise to rip his creator to pieces. This thing kidnapped him! Altered him! Turned him into something that would make people hate him! The Autobots would hunt him down because of his unnatural birth. And as for Megatron...while Jack couldn't remember much about the Decepticon, he felt an incredibly strong urge to rip the Warlord's Spark clear from his chest before roaring like an animal in victory.

As for Airachnid...whoever she was or what she was...Jack for some reason wanted to see her again.

Hopefully she wouldn't reject him.

(A/N: YAY! First chapter of a new fic. I know I said to some people I wouldn't do this until later, but the urge to write with what free time I had was so overpowering. I was compelled beyond reasoning to get this out there. As for my other fics, I will get to them in May, and only in May so please hold out until after the first week of the new upcoming Month. Until next time...PEACE!)


	2. Chapter 2

Chapter 2-Queen's Ascension

_The Nemesis_, the Decepticon Warship hovered in the sky, the storm brewing outside the dark vessel was equaled only by the one inside, and the center of the latter was Megatron himself. He was angry because Hardshell was badly damaged, near death even, at the combined hands of one Autobot Wrecker, and a human femme close to the other Wrecker Bulkhead. What was even worse, was out of the four Iakon relics recently decoded thus far, only _one_ was in Decepticon hands! One was with the Autobots, the other was in the hands of a rogue Decepticon, who use to be Megatron's SIC, and the other was lost in the battle with the downed Autobot Wrecker that Hardshell supposedly terminated.

At the same time, Megatron was becoming increasingly angry with his forces, as they were proving to be completely incompetent when fighting the Autobots, and against their human pets! Knock Out's failure to retrieve the Phase Shifter thanks to the interference of their human pets, and their most recent victory over the strongest of the Insecticons was continued proof that humans were _NOT_ weak fleshy creatures like they first thought.

"How can I turn this around?" Megatron mumbled to himself, as he felt like his forces were losing more ground, then gaining it, and was constantly seeking a means to shift things in his favor.

The answer came not surprisingly...from Soundwave.

The silent Spy Master of the Decepticons and Megatron's most loyal servant above all others had walked slowly toward his one true Master. Megatron turned toward the ever silent Decepticon and watched Soundwave's screen for a face showed a single Decepticon energy signature that belonged to a specific one not within their ranks.

And it wasn't Starscream.

"Airachnid? So she's finally come out of hiding. But why now?" asked Megatron with a frown showing on his face.

"Send me out to bring Airachnid back here Lord Megatron. Let me prove myself once again that I am worthy of being your First Lieutenant," said Dreadwing with Megatron snarling at him.

"And risk Airachnid setting up a trap that will result in you being turned into scrap like Breakdown? If there is one thing Airachnid strives in Dreadwing, it is using attrition, and sneak attacks that have left many of her victims...disemboweled. Soundwave! Continue to monitor Airachnid's movements, and when we she has settled down in her new home we will then strike when she least expects it," commanded Megatron with Soundwave nodding.

As this was going on, the Insecticons huddled together within their room onboard the Decepticon Warship, chattering amongst themselves in a frenzy, clicking their mandibles furiously, and for good reason. Their Queen, who they thought had perished, had made contact with them again through the link they all shared with her, and was calling to them once more. While they were overjoyed to hear her command to return, there was also a conflict within them in abandoning Lord Megatron, and wondered which among their chosen Masters they should obey. On one hand, Airachnid was their Queen, the one most like them, and had the insect like manner. On the other hand, Megatron was the strongest Decepticon, and warrior they had ever known with the Warlord's skills for battle honed in the gladiatorial pits of Kaon.

"Brothers, we are at an impasse on what to do. Our Queen calls to us for aid yet again, but we have sworn our loyalty to Megatron, and we all know how he feels about those who betray him," stated Kickback while the other Insecticons nodded in agreement in regards to Megatron.

"But our Queen need us! I can feel it through our link with her. She is going to a place that could hurt her. We cannot abandon our one true Queen!" countered Sharpshot with the others looking at each other.

"As she abandoned us?!" said a weakened Hardshell, but his voice filled with rage that told the others he was not without fight left in his body.

"No! She did not abandon us. The link was weakened. Her ability to command us was restrained and Megatron's own presence overpowered hers," explained Kickback with Hardshell clicking angrily at him.

"Even still, she does not have the strength needed to overpower Megatron, and is not the true master we should follow!" exclaimed Hardshell angrily before feeling his body wobble in heavy strain due to the damage his body suffered at the hands of his enemies.

"Megatron might have the physical power on his side brother, but he does not have the mentality necessary to command us properly. If he did, our ranks would not have thinned significantly in such a short time, and you Hardshell would have been repaired by now," countered Sharpshot with Hardshell fighting back the pain his systems were suffering.

"It is my punishment for losing to the Wrecker and the human femme with him. To lose to one Autobot is one thing, but to lose to one, and a weak fleshy human is another," countered Hardshell while trying to keep his nearly disconnected arm from falling off his body completely.

"Even still, how can you regain your lost honor if you are not fully repaired? How can you fight for Lord Megatron at your best if he does not have your body repaired to make that happen?" questioned Sharpshot with Kickback nodding in agreement with the rest of the hive.

"What happens to me is Lord Megatron's right and whether I'm repaired or not will be at his discretion!" answered Hardshell, but it was clear to the others that his anger, and his resolve to serve Megatron was wavering.

"Our Queen needs us. It was she who freed the hive from stasis. It was she who called us to fight once more!" exclaimed Kickback with Hardshell growling at him.

"To attack Megatron!" countered Hardshell with Sharpshot shaking his head at how his brother was denying the truth.

"Megatron tried to terminate her first. She called on us to help get her revenge knowing that the skills of us all by her side would ensure victory. Our Queen knows that we are the true might of the Decepticons and would use us accordingly!" stated Kickback with the others nodding in agreement.

"Then how do you propose we help our Queen in her time of need Kickback? Megatron's Warship has enough firepower to reduce our numbers considerably if we aren't careful," said Hardshell with Kickback grinning with his mandibles moving excitedly at the idea he had in mind.

And shared it with them through their hive minded link to prevent even Soundwave from knowing what was going on.

(Quintesson Lab)

Jack watched his creator work furiously in preparation for something and wondered what it was that had the robotic squid with multiple faces so concerned. The creature has told Jack it was a Quintesson, an ancient Cybertronian that came _before_ all others back on Cybertron, and had watched the planet go dark from the two sides fighting.

Jack soon recalled an image of a planet in ruins, walking along the destroyed ground, seeing all the buildings, and structures falling apart after being ravaged by war. Such a beautiful place was now a shadow of its former self because of two sides clashing against the other. More images came, as he saw a red blue robot that could turn into a semi-truck (how he knew what a semi-truck alluded him), and a gray purple colored warrior with red optics fighting it out.

The two clearly had a history in fighting the other.

As Jack pondered this information, he noticed the Sharkticons also seemed to be on edge, as the usually calm looking minions of this clearly mad scientist were seemingly more alert, and ready for a possible fight.

Though a fight with _who_ exactly was beyond Jack's mind right now.

"You seem anxious for some reason. Why?" inquired Jack with the Quintesson paused in its working.

"If you must know, I am preparing for the return of one of my past experiments, who is not unlike yourself," answered the Quintesson before an operating table of sorts rose from the ground of the lab.

"Someone like...me?" asked Jack in surprise.

"Yes. Similar yet different in terms of creation. She was a Cybertronian at one point. One of the few that had yet to fully choose which side of the Great War between the Autobots and the Decepticons they wanted be on when fighting," replied the Quintesson with Jack looking at him with interest.

"What happened?" What side did she choose?" asked Jack with the Quintesson looking at him fully now.

"Interesting. You're curiosity in this matter is unusual," said the Quintesson with its voice shifting to a deep yet intrigue voice.

"You just told me that there was someone else like me coming here. How could I not be curious," countered Jack with the Quintesson making a noise.

"Perhaps. If you must know, the Cybertronian femme in question was on a transport to scout other worlds for any possible energon despots some were known for having. On the day of her transport taking off, it was attacked by a Decepticon strike force some time after leaving the planet, and was blown up in space killing all with the exception of her. She floated through space, leaking energon, and slowly dying alone in the darkness. My ship, which was passing by at the time to conduct my study of Cybertron's current state saw that her life signs had not yet ended, and retrieved her before anyone else came to investigate. Since I was in need of a test subject, I took the Cybertronian femme to my secret lab, and began to alter her to be what she is now. She broke out of the lab in a fit of rage after seeing what was done to her body and soon joined the Decepticons after being found by Megatron," explained the Quintesson with Jack frowning.

"That doesn't make sense. Why did she join the Decepticons if they destroyed her ship?" questioned Jack with the Quintesson letting out an amused chuckle.

"Because I told her I was an Autobot scientist and her altered form was thanks to me with the permission of the High Council back on Cybertron," answered the Quintesson with Jack growled at him.

"You lied to her! She fought for the wrong side because of you!" corrected Jack angrily with the Quintesson looking a tad surprised by the accusing tone when Jack didn't even know the name of the Cybertronian femme.

"You make it sound like she would have joined the Autobots and they would have openly accepted her," countered the Quintesson while Jack growled louder in response, as the bubbles in his tube increasing, and he shifted a little in it.

"Are you saying they wouldn't," said Jack with the Quintesson letting out another chuckle at his words.

"Not only would they not embrace my former test subject to their side, but they would have most likely shot her on sight, and ripped her technorganic body to pieces to find out how she came into being. The only reason Megatron didn't try to do that was because he had no idea she was technorganic, as Airachnid hid it from him, and prevented the full transformation of her body from happening through sheer force of will alone. Its actually quite impressive really," replied the Quintesson with Jack's eyes widening in shock.

"Airachnid," whispered Jack, as the image of the Spider Bot from shattered memories, and the voice with it appeared in his mind.

"Yes. I gave her that particular name on account of her appendages, despite it giving her an incomplete, yet still spidery like appearance. I have long forgotten what her name was before that point. I imagine she has too after so many Mega Cycles," replied Quintesson casually or as casual as a Quintesson could possibly be when in a conversation with someone.

Jack thought over the Quintesson's words and what had happened to Airachnid by the creature's han-er...tentacles. He pictured the Cybertronian femme floating in the deep recesses of space, bleeding energon all over, barely hanging onto life, and then being picked up by the Quintesson for experimentation. Jack could only imagine how that went and yet he imagined it wasn't pleasant for Airachnid in the slightest. He imagined her screaming out in pain, as she was changed by force, crying out at being altered, and changed into the being she was now while the Quintesson ignored whatever pleas for mercy were screamed out of her throat.

It made Jack growl loudly from within his tube and it seemed to shake the lab when he did much to the surprise of the Quintesson along with his Sharkticons.

"Let me out," demanded Jack with the Quintesson looked at him.

"I can't do that. Not yet. You're not ready," replied the Quintesson with Jack growling louder.

"It wasn't a request," stated Jack while moving slightly within his tube.

"You do not command me specimen. I am your creator and I am the one who gives the orders," countered the Quintesson with Jack's eyes narrowing.

"Let me out or I'll break out," threatened Jack with his fist punching the glass tube that held him and it shook violently though held firm due to the lack of it being hit by his full strength.

"We can't have that. A short period of sedation should help you calm down," replied the Quintesson before hitting a button the control panel and pumped a powerful sedative into Jack's body.

'No! No! I won't be denied!' thought Jack, as he struggled violently for a moment before the sedatives started to kick in while thrashing around in his tube with his body going limp.

"Take him to down the corridor to another room and stand guard. I don't want my prize specimen interfering when Airachnid arrives. They are not ready to interact with each other until I say they can," ordered the Quintesson with the Sharkticons nodding and moved the tube holding Jack out of the main lab area.

(Autobot Base)

"Anything to report on the android old friend?" asked Optimus while Ratchet was going over every piece of JX2's body.

"Aside from it being a marvel of Cybertronian technology? Nothing. My scanners show the blood is mostly synthetic, about ninety eight percent worth, and two percent actually being Jack's. Everything else is the same way from skin, to flesh, and even the hair are all synthetic with only two percent actually belonging to Jack. The bones are Cybertronian metal, but all the synthetic flesh, and organs blocked my scanners from seeing the truth," answered Ratchet with his tone of voice clearly indicating he felt guilty in not seeing the truth sooner.

"It is not your fault Ratchet. We were all fooled by the android. Whoever designed him knew this and exploited it during our fighting with the Decepticons," stated Optimus with Ratchet sighing before looking over at Raf working on his laptop to interface with JX2's processor.

Something that Raf stated was difficult from the start due the complex coding within the dead android's mind.

"But why not take the other children as well? What purpose does it serve to just take Jack and leave the others behind?" questioned Ratchet with Optimus slightly looking down and unsure of how to answer.

"That I do not know old friend, but I do know that whoever took Jackson is no friend of ours, and should be handled with extreme caution. Even more with Airachnid now free from her prison," answered Optimus with Ratchet nodding in agreement.

"I think I got something!" exclaimed Arcee, as she detected something, and hope filled her Spark when locked onto the signature showing that it belonged to Airachnid.

"Airachnid?" asked Optimus with Arcee nodding when she turned to look at him.

"Without question. She's heading Northeast and not slowing down," replied Arcee while showing the area the Spider Bot was in the Rocky Mountain filled with trees with enough cover to hide out indefinitely.

"In all likelihood, Airachnid is heading to the base of the one responsible for kidnapping Jack, and rescuing her from the stasis pod. Whether to pledge her allegiance to him or not in unknown. Continue to monitor her movements. If we lose the signal, we will Ground Bridge to her last known coordinates, and investigate from there as it will most likely be the location of the enemies secret base where our mysterious foe currently dwells with the shielding hide its presence from us," replied Optimus with the others nodding.

"Optimus, while I would like to have all of us go rescue Jack, myself included given the possibility of his health being less then good, I need to tend to Bulkhead, and there is an issue regarding Wheeljack's...lack of finesse when in battle," stated Ratchet with Optimus nodding in agreement.

"Wheeljack is to remain here on base with you Ratchet to provide the necessary muscle to defend it in the event of being attacked by Decepticons or otherwise unknown forces. If we do need your medical expertise along with Mrs. Darby's to help Jack, should his health indeed be in jeopardy, I will contact the base, and inform you both of the situation. Until then, continue working on analyzing remains of the android, and attending all of Bulkhead's injuries," ordered Optimus with Ratchet nodding and went to work on his analysis of JX2 while giving Bulkhead's form a glance every seconds.

(_The Nemesis_)

Megatron could sense it. His years of battle and handling traitors like Starscream in their failed attempts at a coup were telling him something was about to happen. Soundwave had been monitoring the movements of everyone on his Warship and noticed that nearly all the Insecticons on the ship had scattered throughout the interior. They were all in key locations, in small groups seemingly huddled together harmlessly, but Megatron knew that the words harmless, and Insecticon could not be used in the same sentence. Each one of the Insecticons, as an individual warrior was worth a small army of Vehicons, and a small group could do even more damage if they wished.

"They are waiting to do something. But what?" questioned Megatron with Soundwave making a detailed map of the ship's key points and where the Insecticons were locating themselves on it.

When Soundwave merged the two pictures together, Megatron's optics widened when he saw they were all gathering at key parts of the ship. Mainly where the Warship's weapon, and the engine systems were located that if damaged would allow them escape from the _Nemesis _without being fired upon!

"All hands! Restrain the Insecticons! Do not let them damage this ship! Stop them at all costs!" called out Megatron, but no sooner had he given the order did the Insecticons give out their war cry echoing throughout the Warship, and explosions followed by fighting being heard throughout the ship's internal structure.

"Lord Megatron, weapon systems are shutting down, thirty percent of all cannons are now offline," said one Vehicon at the bridge controls monitoring the damage to the ship.

_"Lord Megatron, the Insecticons are attacking us from every position on the ship. They are tearing every single system on this ship and us apart. AHHH! Back! Stay back you ugly thing!"_ exclaimed Knock Out through the ship's communication system with the sound of him using his electro-staff to fight off the Insecticons coming at him.

"Lord Megatron, the weapon systems of the _Nemesis_ are down to fifty eight percent. The engines are working at sixty percent capacity," said another Vehicon with Megatron now letting out a small roar of anger at the incompetence of his crew.

'This is all Airachnid's doing. That traitorous spider's influence over the Insecticons has returned since the last time she made herself known to us,' thought Megatron has he left the bridge to handle the Insecticons himself.

One bug at a time if required.

While this was happening, the Insecticons were fighting every single Decepticon on the ship, each of them taking a few hits, and some even dying at the hands of Megatron's first Lieutenant Dreadwing. Not surprising given the SIC being a skilled warrior and killed more then his fair share of Autobots during the Great War. Others were slightly injured fighting Knock Out, who despite being a vain, and snobbish Decepticon knew how to fight with his given weapons. While most of the Insecticons fought the Vehicons or did damage to the key parts of the ship, a few of them at each point with the most fighting ripped open holes in the hull to escape. Four Insecticons transformed into their insect based modes to support a still injured Hardshell, as he had neither the power nor the full use of his body to transform, and fly out with the others as they were all prepared to do.

"Insecticons! Prepare to take flight! We are leaving!" commanded Kickback with all the Insecticons, minus Hardshell now transforming into their insect modes, and flew out of the ship to the ground below.

The _Nemesis_ fired upon them with what guns still worked, but the cannons at the front of the ship wouldn't respond when Megatron ordered them to fire, and the Insecticons used it while flying low to avoid being shot down. Vehicons with the power of flight took off with Dreadwing in the lead to shoot them down, but by the time they did, the Insecticons had already begun borrowing deep into the ground, digging through the dirt to make the tunnels needed for them to crawl through, and escape their pursuers' aerial attacks.

As for the _Nemesis_ itself, the ship was smoking from the damage done to it, a clear sign of it being attacked, and was slowly limping away from the area. All the while, Megatron was seething in rage as his subordinates began repairing the ship, the damage done was indeed extensive, and the pursuit of the Insecticons to Airachnid would be delayed until further notice.

'I will not let this treachery slide. Airachnid and the Insecticons will pay for this outrage!' thought Megatron with his servos clenching into fists and nearly drew energon from his palms.

(With Airachnid)

The Spider Bot landed smoothly and transformed in the forest area near the mountainous area currently several miles from her position. Her limbs she lost fighting Arcee were in need of repair, as she was leaking energon them now that she wasn't in her alt mode, and hoped the Quintesson would at least help repair her. It had been so many Mega Cycles since he had changed her, altered her appearance, her form, and identity into what it was now.

She recalled her past life vividly. Always could despite the time that past since those days when the Golden Age ended on Cybertron and the war began to unfold. Minor skirmishes at first. No one was really taken the war seriously back then until Megatron and his army of followers took Kaon as a Capital with those around him increasing in number since most of Kaon was in fact filled with low level Cybertronians that had always gotten the raw end of things due to Sentinel Veta Prime's Caste System. After that, it had soon become increasingly clear to the High Council that things were not going to go like they had planned in putting down Megatron's little rebellion, and the Decepticon Warlord was much more devious then anticipated.

In the end, the High Council had felt that with the way things were eventually going in fighting Megatron, some of their people should go out on scouting new planets for the necessary energon deposits for the slowly escalating war. Airachnid remembered being among those chosen by the High Council, a high ranking position promised upon her return should her scouting party come back with a hefty spoil of energon, and other perks that came with it. Airachnid could easily admit, she was swayed by the idea, having been created from the Well of All Sparks, and lived in the lower level of the Caste System. She had long since resented those higher up then her in it and the promise of being their equal if not better had made the offer all the more sweet.

Thinking back on it, she should have known better, as none of the High Council was truly expecting her to come back successful in the mission, and saw it on their faces when they first gave this mission. It was clear that none of them liked the idea of bringing someone low on the Caste System up through the ranks, as they had felt threatened by those that did possibly helping others that were also in their place, and upsetting Caste System further.

Looking back, it was clear they expected her to fail, and would no doubt take a great deal of pleasure in rubbing it upon her return.

When the Decepticon raiding party of Seekers came and attacked the ship, Airachnid had been surprised, and wondered how they knew of her scouting teams mission. It was top secret mission by the High Council, each member of her team had been sworn to secrecy, and had kept it quiet. The only explanation was that someone had tipped Megatron off and wanted to make Airachnid's mission end in complete failure before it could even start. The Spider Bot didn't even remember much of what happened during the attack, but what she did recall was pain, lots of it, and likely chance of her dying.

She remembered waking up every so often to find herself in a highly advanced lab, the five changing face of the Quintesson hovering her, talking about her condition, injecting her with body altering chemicals, and the pain that followed in the process. Airachnid felt the physical changes happen that came with the pain from being altered, her screams had echoed throughout the lab, the Quintesson ignoring them the entire time, and seemed to take joy in it. After he finished all his injections, Airachnid had demanded why he had done this alteration to her, and the robotic squid for a glitch just told her that the Autobot High Council requested it. At first, she didn't want to believe it, but the Quintesson had told her that they were the ones that leaked the mission to Megatron, knowing he would act on it, and try to draw more people to their side while making martyrs of the scouting team. Airachnid remembered how she had screamed in rage and denial that what he was spewing from his multi-faced mouth of his was a lie.

But deep down in the recesses of her Spark...a part of Airachnid wondered if it was true on some level. She endured the pain of her changes while thinking it over, the processor that was her mind twisting, and turning in rage at the idea of being betrayed by those who promised a better life upon success of the mission. Airachnid's mind finally snapped on the day her transformation was about sixty five percent complete, she had acquired extra limbs, fangs, a venom sack that went behind it, one went to the fingers, and the ability to shoot webbing of all things went from the palm of her servos when she wasn't firing energy bolts from them. Even her optics were different, seeing heat signatures, instant night vision, and the ability to see at different angles. The color of her body had gone from silver with gold plating with blue lining to dark plating with pink purplish lining along the body.

It was also the day Airachnid saw what her body looked like and was horrified at what the Quintesson had done. Thrashing around, Airachnid gained control of her extra limbs, which had not been restrained properly, and was able to break free from her bindings, and proceeded to lash out at just about everything that moved. The Sharkticons fell one after another while the Quintesson fled in fright with the rest and left in a ship before she could get her servos on him to return the favor in making changes to his form like he did her own.

Later on, Airachnid looked at the mad scientist's research material, and found he had given her ancient CNA from a Cybertronian spider long since extinct. At the same time, the Quintesson had altered it by adding in organic material from another planet that had another breed of deadly spiders on it to make a new more evolved strain of CNA that was technorganic in nature. Airachnid had become horrified by what he had done, finding that her condition was too far ahead in the changes to reverse, and had to force the changes to stop by commanding it to stop within her own processor.

Shortly after that, she destroyed the lab, got on a ship, and met up with one of Megatron's scouts before asking for an audience with the Warlord on Cybertron. By that point, the war had shifted more in the Decepticon leader's favor, Optimus Prime was leading the Autobots, and Cybertron itself was showing more signs of being ravaged by war with no sign of it stopping. Airachnid came before Megatron, explained her appearance in a way that convince him that the Autobots had done this to her without revealing that she was now in fact technorganic, and was later introduced to Megatron's Chief Scientific Advisor responsible for helping in the creation of the Cybonic Plague.

Shockwave

The one eyes Decepticon was intrigue by her appearance, stating she was indeed unique, and had an idea for creating a new breed of Decepticons that would be the brute force needed to win the war. With Megatron's approval, Shockwave had begun the creation of the Insecticons, using Airachnid as a template of sorts, connecting her mind to their own in the process for that insect mind mentality, and made her their Queen. Shockwave had not anticipated she might leave Megatron's service at the time of the Insecticons being created, as she had such a hatred for all things Autobots, and that while she was loyal to the Decepticon leader so too would the Insecticons by that extension.

"Shockwave should have known better then to assume that I of all Decepticons would stay loyal to Megatron forever. I am not him or Soundwave,' thought Airachnid, as she walked silently through the trees, leaking energon every so often, and made her way to the nearest mountain before stopping at the base.

Scanning the base of the mountain with her eyes, she saw a secret door, and put her hand on it before the entrance opened with four Sharkticons at the ready with their weapons. she could easily rip them to pieces, but that would be dangerous, and stupid given her own injuries right now along with the fact the Quintesson had someone of interest to her that she wanted...badly!

Her Jack.

For some reason, Airachnid loved how her Spark pulsed faster when hearing his name, and made her mouth water with venom for drool. The boy was different from the other humans she encountered on this planet and not just because he was Arcee's new "partner" either. No! Jack had that _something_ buried deep inside of him. Something that made her want him to be her newest trophy. something that made her want to hold him close while watching Arcee's optics widen in horror of seeing Jack in her clutches.

And yet...there was something else about the human male that interested her outside of ripping his body apart in front of her Autobot nemesis. She saw that look on his face when he was near Arcee, the showing of respect, and trust that Airachnid herself had long since been denied. There was loyalty too. Sense that no matter the odds, the human would watch his partner's back, and wouldn't sell her out for anything or anyone.

Airachnid hated that she never got those looks directed at herself when around others, as they either steered clear of her out of fear, or because they couldn't stand the sight of how she looked. The Spider Bot knew that given the chance, the other Decepticons around her would have quickly backstabbed her the moment the opening arrived, and would have done it with smiles on all their faces.

Jack was no such person. Whoever was that boy's partner or friend had his unwavering loyalty. Something Airachnid had secretly craved back before she was like this and was jealous of Arcee for having so many multiple opportunities at it. If Jack were her partner, not only would it be deliciously sweet revenge, but Airachnid was sure she could be one that was far superior to that Autobot glitch of a femme.

"Welcome back Airachnid. It has been many Mega Cycles. You haven't changed much I see. Though two of your limbs do look like they are in need of repair," the Quintesson said while hovering in front of her while more Sharkticons surrounded them.

"Nothing a few days rest and some high quality energon won't cure Five Faces. Unless you have something to speed up the process," replied Airachnid casually, but inside her systems were tense at the sight of the lab, and just how identical it was to the one he had her in the first time around.

"Agreed. I suspected as much given all that has happened to you since arriving on this planet. I have had a room for you prepared with the necessary essentials," stated Five Faces with Airachnid nodding slightly before looking around and felt like her metallic skin should be crawling at the memories this place brought.

"I'll come see you when I'm feeling better," said Airachnid before following the armed escort to her room.

"Do not wonder too far from your assigned room Airachnid. I will not have you destroy my base of operations like you did last time," ordered Five Faces in a raspy voice that went with the transformed face that looked like one of death.

"Perish the thought," commented Airachnid before she left the lab area.

(Autobot Base)

"Airachnid's signature just cut off! She's gone into the secret base!" exclaimed Arcee with Optimus nodding.

"Bumblebee! Arcee! You two are with me on this mission. Ratchet, activate the Ground Bridge, and set the coordinates a few miles from where it went offline. If this enemy responsible for rescuing Airachnid has access to Cybertronian technology, then it stands to reason that this foe will be able to detect one if opened up nearby. Once we go through the Ground Bridge, we will silently move out on foot toward the hidden base, and attempt to rescue Jack," ordered Optimus with Ratchet nodding.

"And Airachnid?" questioned Arcee with Optimus looking at her.

"Our main objective is rescuing Jack from his imprisonment Arcee. Not your quest for revenge," replied Optimus with Arcee scowling.

"And what if she kills Jack while there. What if Airachnid maims him beyond recognition and memory? What then Optimus?" demanded Arcee with Optimus matching her gaze.

"Then we will do what must be done Arcee, but not before then, and not out of anger," replied Optimus with Arcee slowly nodding though it was clear she wanted the Spider Bot to go offline.

Painfully.

"Ground Bridge ready Optimus. Coordinates are locked in place. Airachnid just regained her freedom and will fight you will all the tools and treachery at her disposal. Be careful," said Ratchet with Optimus nodding.

"Autobots transformer and roll out!" commanded Optimus before he along with Arcee and Bumblebee entered the Ground Bridge.

(With Airachnid-Hours Later)

Sure enough, Five Faces was true to his word, and provided the high quality energon that was in her provided room. After giving it a once over with her optics to scan for any kind of alterations to it, finding none in the process, the former Decepticon drank its contents down with gusto. As expected, the body accepted the energon after so much of it leaving her body from the fight with Arcee prior to being in that cursed stasis pod, and then the long flight over to get here. As she enjoyed the refueling of her body, Airachnid felt the two damaged limbs repairing themselves, and bit back the groan from the pain of their repairing.

It always hurt when they repaired themselves.

Normally, it would take a Cybertronian of average height days to self repair depending on the damage done, but Airachnid's technorganic condition accelerated it, and was one of the few things she liked about her body. Faster healing after an intake of energon gave her an edge that had helped Airachnid on several occasions the former Decepticon femme was silently thankful for when she thought back to the various scrapes she got in during the Great War.

As she finished healing, a sense of curiosity arose within Airachnid, and wondered what other poor experiments Five Faces collected since their departure from each other. While she did not care what happened to Five Faces or his experiments, she did want to see what new twisted creatures were being bred for the Quintesson's amusement, and if they were of any use to her if freed.

'Though how to get around the Sharkticons is another matter,' thought Airachnid since killing them would no doubt bring the ire of her host down upon her.

Still, the curiosity she felt far outweighed the risks, and Airachnid had faced greater risks before now so investigating the Quintesson's rooms for potential goodies should be easy. Thinking along those lines, she opened her door, and peeked out to see the Sharkticons turn slightly before they had their faces pierced by two of her spider like legs. With their bodies falling silently to the floor while leaking energon, Airachnid made her way down the corridor quietly, and stopped at the corner when she heard a noise to her right.

It was the echoing sound of someone smashing against a wall, trying to be let out of their cage, and screaming in rage in the process. The Sharkticons outside the room were also shifting nervously, as they seemed to be slightly terrified of entering the room where the angry beast resided, and unsure of how to handle this creature their Master created. With the guards distracted, a now grinning Airachnid made her way toward them using the ceiling to ensure the dimwitted muscle the Quintesson had were oblivious to her presence that would soon be their death.

A quick slash to their throats and an open door later she was through with her host being none the wiser. When she closed the door behind her, Airachnid turned to the sight of the entity responsible for the noise, and felt her Spark almost stop at the sight. At the same time, this creature looking to be some form of Cybertronian was massive in height, the size of Megatron if not a head taller, its body completely in black plating with red lining, and had clawed hands not unlike the Decepticon Warlord. Airachnid's first assumption was the Quintesson had somehow created a clone of Megatron and altered him to his exact specifications. But that was thrown out when seeing the optics were a combination of a blue right optic and a red left optic. Its mouth had sharp metallic teeth, the kind a vicious animal of a predatory nature would have and a metallic crown that sleeked back smoothly at the center yet had spikes that rose up around it with an imperialistic feel. The mouth itself had face plate guards to protect the sides of the face from being it, but lack the sharp pointed look that Megatron had, and yet showed signs of a face plate guard being produced like Optimus Prime possessed when going into battle. The creature's shoulders were broad, powerful looking like Megatron's, but lacked the spikes around it, and had a more flat designed plating like Optimus Prime, and yet it seemed to fit the creature naturally.

"Airachnid," whispered the creature and it made Airachnid's Spark surprisingly pulse when he said it.

"You know of me?" questioned Airachnid with the creature nodding as if mesmerized by her words.

"I have seen you in memories. I did not think it was possible for you to look so beautiful as you do now. Or actually hearing your voice would make my Spark beat faster when hearing outside of my memories," said the creature with Airachnid surprised to hear it say such a thing with noticeable degree of passion.

For Airachnid, it was actually pretty flattering to hear.

"Well aren't you a smooth talker," commented Airachnid, as she walked toward him with curiosity in her stride, and smirked when she saw him focus entirely on her movement.

"It is the truth," replied the creature while watching her approach.

"What exactly are you? From the way you were acting, I can only assume Five Faces made you into this, and said something..._upsetting_!" questioned Airachnid with the creature looking at her in confusion for a second.

"Five Faces? I assume you are referring to the Quintesson. So that's his name," replied the creature with Airachnid nodding.

"Yes. Now about my previous question...?" said Airachnid with her waiting for him to answered.

"I do not know what I am. All I know is my name," answered the creature with Airachnid raising an eyebrow at him.

"Oh? What is your name since you already know mine?" questioned Airachnid with her curiosity rising.

"You don't recognize me?" asked the creature with Airachnid frowning.

"Should I have?" asked Airachnid wondering why he would ask that question.

"Yes. When we first met, you tried to kill me, and mounted on your wall," answered the creature with Airachnid looked at him in surprise.

"I did? And I failed? I find that hard to believe," questioned Airachnid with the creature letting out a chuckle.

"Why is that?" asked the creature with Airachnid frowning at him.

"Because I think I would remember hunting you down. Besides, the only failed hunt while on this planet was a human...named...Jack," replied Airachnid before she put two and two together when looking at the creature.

"Yes. I know. That's one of the few memories I have of you," commented Jack with Airachnid looking at him in shock.

"J-Jack?" questioned Airachnid while moving closer and put her hands on the glass while Jack put his on the glass that covered her own.

"Yes. The Quintesson did this to me. I am suppose to be some kind of experiment for him in successfully creating a technorganic that he wishes to bend to his wishes. But I refuse to be his puppet. I refuse serve such a...disgusting creature. His very presence fills me with a rage and the fact that he will no doubt try to manipulate you makes my blood boil inside," said Jack with Airachnid looking at him in surprise.

"I didn't think you would wish to defend me my Jack. Considering our past history has been less then...civil," replied Airachnid cautiously with Jack still looking at her with an intensity she didn't think was possible.

Even more when said "my Jack" to him.

"That was in the past Airachnid. The Jack that was once your enemies is dead. I am the new and improved Jack. One that wants to be with you," stated Jack with Airachnid being surprised by his words.

"What are you saying Jack?" asked Airachnid with Jack growling in a way that sent a shiver throughout her body.

"You know what I'm saying to you Airachnid. You feel it too. I can even hear your Spark pulsing faster when in my presence just as mine does now. Surely you can feel it?" said Jack with Airachnid's optics widening in shock and yet she nodded in agreement all the same.

"Yes. I do sense it. I do feel it. Its almost as if...as if...," whispered Airachnid, but could not bring herself to say it.

"As if the two of you were made for each other," finished Five Faces with his small army of Sharkticons around him.

"You!" growled Jack while mashing his teeth together and it was clear the former human turned technorganic Cybertronian was itching to rip the squid to pieces.

"I told you not to wonder Airachnid. It seems my calculations on you not listening were indeed correct and much higher then first speculated," replied Five Faces and saw the Spider Bot hiss at him.

"Considering what you did to me last time, did you really expect me to stay in my room, and not explore the area?" questioned Airachnid with Five Faces letting out a laughter with the face transforming to another and then another.

"What we expect from you is irrelevant. What we want is to finish the process that was started Mega Cycles ago. Jack has reached his full development and the only way for the two of you to be fully compatible is to ensure your body turns completely technorganic. Your internal parts along with some external need to develop more into their proper state to function naturally. As it stands, you have been functioning at roughly seventy five percent capacity, and can only achieve one hundred percent through my assistance," said the Quintesson with Jack growling at him.

"You lie!" exclaimed Jack while not trusting the Quintesson and he damn well didn't want the squid to touch his Airachnid.

"Not about this. Airachnid was my first technorganic success. Or rather she will be once I finish the process that will bring about the full change. You know its true Airachnid. I am the only one you can trust to bring out your full potential. You know you can trust us to do it because all of us want to see that potential brought out like we did with Jack here," replied Five Faces and Jack growled at him.

"You just want her to be your puppet," accused Jack with the Quintesson frowning at his words.

"We won't deny that there is a slight price for our services. Surely Airachnid is willing to pay it after being freed from the stasis pod she was in for some time," countered Five Faces while Airachnid looked at Jack and saw him look at her with pleading eyes.

"Don't do it. I don't care that your process is not complete. Even if you wanted to be fully technorganic, there must be other ways to bring it about then using him, and his lab to make it happen!" exclaimed Jack with Airachnid smiling at him and for once it wasn't one of those "I'm going to kill you painfully" or predatory smiles she was well known for in the past.

"Do not worry my Jack. I will not be manipulated so easily by the likes of him or others like him. Trust me," said Airachnid with Jack looking at her with concerned optics and felt her Spark pulse at a slightly quicker pace at seeing his worry for her safety.

Was this what Arcee felt before now with Jack?

"I trust you Airachnid. I just don't trust him or the muscle under his command," replied Jack with Airachnid smiling at him further.

"Don't worry my dear sweet Jack. I always have a plan to escape when in a double cross," whispered Airachnid with Jack growling lightly though it wasn't one of anger, but one of deep yearning, and desire to feel her touch him.

"Shall we get started?" offered Five Faces while waiting for Airachnid to finish her own interaction with Jack.

"See you soon my Jack. I promise," whispered Airachnid while walking toward the mad scientist.

"You hurt her Five Faces and I'll rip your mechanical systems out!" threatened Jack with his fist smashing against his prison of a tube.

"Unlikely," commented Five Faces with a hint of arrogance in his tone while Jack once more smashed his massive fist against the seemingly indestructible glass that held him.

"So what exactly are you going to do?" questioned Airachnid, as she entered his lab, and sat on the specified table.

Before her limbs were clamped down. _ALL_ of them.

"Due to your many Mega Cycles of keeping your transformation from fully awakening, no doubt out of self-preservation, you cannot force it to happen without an outside means to give it a push forward. Meaning your body requires another series of injections that first brought about your original alterations in order to make the all the changes possible," answered Five Faces while preparing the large claw like device now hovering above with all the multiple needles filled with the necessary liquid to jumpstart the changes to the rogue Decepticon's body.

"No sedation this time?" questioned Airachnid with Five Faces looking at her now.

"Consider this payment for destroying my lab the first time around. It will amuse me to hear your scream in pain from the injections and then the changes to your body that will soon follow," answered Five Faces with each face transforming and laughing moments later.

"One of the reasons why you have all my limbs pinned completely this time," commented Airachnid with Five Faces looking on with the claw filled with needles getting closer.

"Of course. That and when you are done transforming to your true form, I intend to see to it that your mind is altered to serve my purposes," replied Five Faces with Airachnid now snarling at him.

"I knew you would try something. What makes you think I will let you change my mind as well as my body so easily?!" demanded Airachnid, as she began to struggle, but the Sharkticons kept the rest of her body still, and their weapons aimed to fire at key vital points should she continue to resist.

"Because I have anticipated your every move Airachnid. I have calculated every variable you could use against me. I even factored in Jack's involvement should he somehow get free by your hands and my Sharkticons are more then a match for him," Five Faces said in a clearly arrogant tone while Airachnid snarled.

"I'll rip out your Spark for this!" threatened while a Sharkticon held her head in place and the others on key parts of her body to ensure she stayed perfectly still.

"Not if you don't remember anything from your past, which you won't once I wipe your mental processors with my memory wipe program that will be injected into you, and then an altered one just for Jack to ensure he forgets my transgressions here. Unfortunately, I can't inject the serum that will erase your memory processors of the past just yet. I have to wait until you are fully transformed into your true technorganic state," commented Five Faces while hearing Jack roaring in rage in the distance.

"I don't think my Jack liked your plan for us," stated Airachnid with Five Faces frowning slightly since he clearly didn't expect his second technorganic specimen to have such an advanced state of hearing.

"He'll get over it soon enough when I make the final adjustment to his mind after I finish all my adjustments on you," replied Five Face before he saw the clawed device stop just above Airachnid's body, expand its claw like hand holding all the needles, and then it quickly jabbed into the Spider Bot's body at key structure points all at once.

All Airachnid could do was scream out in pain that echoed throughout the lab just like she had done the first time around when the injections went into her body. Her entire body seemed to spasm uncontrollably, she could feel the changes already happening, the process Five Faces started Mega Cycles ago was starting up again, and bringing up the memories of the past for the rogue Decepticon with a vengeance.

In another part of the base, Jack thrashed violently, his tube thrashing with him, but was unable to get free, and could hear the screams of Airachnid clearly as though she was in the room. To Jack, those cries were not just cries of pain, but a call to him that needed to be answered, and to destroy the Quintesson that dared make Airachnid feel pain.

And unknown to him, the Quintesson, and the Sharkticons...Jack wasn't the only one that heard the screams a similar fashion.

The Insecticons were also here too. Borrowing underground, stopping only to replenish themselves with energon they found while heading to where their Queen told them to go, and moved with a purpose. It increased when they felt her pain through the link, as it had gotten stronger in the process, and knew that they could not fail Airachnid now just after coming this far to pledge their loyalty to the Spider Bot once again. Hearing the cries of pain from their chosen Queen only made them redouble their efforts, the energon they were eating now forgotten, the war cry of the Insecticons echoing underneath the ground, and the hive moved as if Unicron himself was nipping at their clawed metallic feet.

Needing to get out of the ground immediately, the Insecticons made holes to the surface, tearing up dirt, and metal before looking around. They had reached their destination, but the wrong room, and it wasn't long before the alarms began blaring to tell their enemy of their uninvited arrival.

"Search for the Queen! Tear any who stand in your way apart!" commanded Kickback with a roar from him and the other Insecticons before they smashed through the walls of the room and moving from room to room while smashing through any Sharkticons that tried to stop them.

When they found one room with a creature in a tube, Sharpshot being among their group was curious to as to what it was, and approached the equally curious being. There optical contact with each other was broken when the screams from Airachnid were heard not that far away, and the Insecticons with Sharpshot began to move.

"Wait! Free me from my prison Insecticon! Your enemy is my enemy!" exclaimed Jack, as he remembered a time from the past, a brief memory of them, and how ruthless they could be in battle.

He also knew it was the only chance he might have to get free.

"Why should we? You are not our Queen!" countered Sharpshot with Jack growling at him in anger.

"I serve your Queen just as you do. She is my other half! She completes me! I feel it in my very Spark! Even now our shared Queen screams out in pain. Free me and I will join you in battle to free her from the vile piece of scrap that is the source of her suffering!" replied Jack fiercely with Sharpshot looking at the others and then back at him.

"Swear upon the AllSpark that you are loyal to our Queen!" demanded Sharpshot before Airachnid's screams once overpowering the sounds of fighting between Insecticons and Sharkticons.

"I swear it! Now get me out of this thing!" Jack demanded back with Sharpshot nodding and commanded his fell Insecticons to claw at the glass or possibly break it.

Getting an idea, Sharpshot quickly leaped onto the top of the tube, and clawed at the top of the container before ripping it off. Reaching into the container, Sharpshot pulled Jack out of the container, and the two leaped to the ground before Jack shook the liquid off his body while trying to adjust his body's ability to stand. However, another scream coming from Airachnid's position once more go their attention, and rage had quickly taken over Jack's face before he rushed through the door to head for the one holding his Queen while struggling to properly walk much less try to run.

As expected, the Sharkticons were out in force fighting the Insecticons, with the latter tearing through the former, but the corridor they were in was difficult to move in, and fighting was drawn to stalemate with the force of Sharkticons holding their position in blocking the door to room where Airachnid was screaming. As the screams got louder, Jack got angrier, his face was the personification of rage at this moment, his optics now glowed, his mouth open, and was frothing like a rabid animal. Instincts he didn't know were there had awakened, calling out to him to end this stalemate, and save Airachnid from the agony she was going through.

"We are being blocked by those opposition. Insecticons, borrow underground, and attack the lab from below," commanded Jack with the Insecticons looking at him in surprise at being given orders.

"We do not take orders from you!" protested Sharpshot before being grabbed by the throat and lifted off the ground by Jack's surprising level of strength.

"Do you want to save Airachnid or not?" demanded Jack with Sharpshot barely managing a nod.

"She is our Queen," whispered Sharpshot with Jack nodding.

"Then do as I say. Burrow through the ground and we will have a way into the lab. Our Queen is all that matters!" said Jack before letting Sharpshot go with Kickback at the forefront of the fighting overhearing him.

"Listen to him brother Sharpshot. He speaks the truth!" exclaimed Kickback while trying to push the Sharkticons back.

Sharpshot looked over at Kickback, then at Jack, who was focusing on the fight before him, his body shaking in rage, and quickly in an act of surprise to the Insecticons along with the Sharkticons...ran straight towards the fighting.

"GET OUT OF MY WAY!" yelled Jack, as he saw most of the Insecticons dodge the tackling form of the strange Cybertronian colliding with the mass of Sharkticons.

The Sharkticons were not prepared for the flying projectile that was Jack, as he tackled at least five Sharkticons upon impact, using the momentum, the former human now berserk technorganic Cybertronian rolled with it, quickly got to his feet, and punched the nearest Sharkticon right in the face. The force of the punch sent the Sharkticon into another, as this happened Jack elbowed another one behind him in the chest area, a knee to a third, and fought like he was possessed by some kind of demon.

To the Insecticons, it was actually kind of inspiring, as this being before them, who they had no reason to trust, was fighting beside them, and for their Queen. Their hive mind told them that this creature, this _warrior_ before them was fighting for their Queen, as he had sworn on the AllSpark itself that he would, and was keeping his word.

'He fights as if the Primes themselves were possessing his body,' thought Kickback, as he saw the Sharkticons being pushed back, and saw Jack look back at him with that same angry face aimed at the Sharkticons.

"What are you doing just standing there for? Get your sorry afts over here and fight your way to Airachnid! NOW!" commanded Jack, as he was soon dog piled on by at least six Sharkticons, and were holding him back from pushing forward.

"He's right! Insecticons! Push forward! Go through these inferior creatures that would deny us our Queen. Run over them!" exclaimed Kickback with a war cry following the order and the Insecticons rushed forward to meet their foes head on.

(With Airachnid and Five Faces)

"How could this have happened? How did the Insecticons get here?" questioned Five Faces before he turned to see Airachnid's changes nearly completed.

"She must have contacted them through the link they share before coming here. We had assumed Megatron's control over them was stronger then hers," said one of the faces of the Quintesson after it transformed.

"Even worse, Jack has escaped his confinement, and is fighting beside the Insecticons to get in here for her," replied another face after transforming into it.

"We need to erase Airachnid's memories now. Prepare the serum to erase her memories," commanded Five Faces knowing he could make her a blank slate and use it to hold off the Insecticons long enough use Airachnid to control them.

And Jack to that very extent.

"This could not get any worse," said Five Faces before a screen appeared showing that the Insecticons weren't the only intruders to invade their base.

The Autobots had arrived as well and had just kicked down the front door.

Before Five Faces could even remotely consider his next move, the ground underneath his lab was ripped open, and Insecticons flooded into the room before quickly destroying the Insecticons in the room. The Quintesson, having calculated his odds of surviving this being as low as one percent, quickly headed to a secret door that would enable him to escape the frenzy of battle, and succeeded before the Insecticons could stop the door from shutting.

"Forget him! Our Queen is all that matters!" commanded Sharpshot, as he removed the binders holding Airachnid, and held her in his arms.

She was different from what he recalled of her. The plating was smoother, shinier, and darker then what it once was. She now had two addition spidery limbs, that were slightly longer then the others, and her face now sported a new pair of additional pink purplish optics that further enhanced her vision. Her servos seemed to be sharper, almost claw like in nature, and could no doubt cut through anything with surgical precision if she wished to try.

"Where is he? Where is the Quintesson?" whispered Airachnid, as she looked around the lab, and saw the Insecticons moving protectively over her with some even kneeling.

"He fled my Queen. There is still some fighting going on outside of this room," answered Sharpshot with Airachnid nodding while looking around the room again.

"Where is Jack? Where is my Jack?" asked Airachnid, as she looked with all four of her eyes now for him.

"He is fighting the Sharkticons outside the room my Queen," answered Sharpshot with the sound of the door being smashed into repeatedly being heard and making the other Insecticons in the room preparing for battle.

They waited until the door was smashed to pieces and saw the Cybertronian creature they had freed earlier rush into the room, his body leaking energon here, and there though it seemed to be minor injuries. Seeing Airachnid in the arms of Sharpshot, the creature now walked toward her, but the Insecticons were moving to get in his way, and would have if not for Airachnid raising a weak arm to send a command for her minions to stop.

"My Jack," whispered Airachnid, as he walked toward her, and kneeled to look at the femme before him.

"My Airachnid. My Queen!" whispered Jack passionately, as he took her hand into his own, and kissed it affectionately with Airachnid letting out a giggle of sorts that suited her despite the situation.

"You fought for beside the Insecticons to reach me," stated Airachnid with her hand he kissed now caressing his face.

"Yes. I heard your screams. I heard your cries of pain. I wasn't about to fail you," said Jack with the other Insecticons walking into the room and kneeling before Airachnid.

"We witnessed him fighting the Sharkticons my Queen. He fought with a fury worthy of ten enraged Insecticons," stated Kickback with Airachnid smiling further at Jack as she continued to caress his face.

"Would you do anything to please your Queen?" asked Airachnid with Jack's optics never wavering.

"Yes. Command me and I will obey!" answered Jack, as he held her hand caressing his face with his own, and hoped she would believe him.

"Would you be my King? My only equal in this world? This galaxy? This Universe?" asked Airachnid with Jack's eyes widening at what she was offering him.

"You wish me to be your...your King?" asked Jack with Airachnid nodding and kissed his metallic forehead.

"Yes. You are my only equal in this world my Jack. Twice I tried to crush you in your human state and twice you escaped. The first cost me my ship. The second cost me my pride in being bested by you during my fight with Arcee. You also were able to surprise M.E.C.H. and myself by bringing in human allies. You have so much potential inside, its one of the reasons Five Faces kidnapped, and altered your body to be like this. Now we can together without anyone standing in our way. Not Megatron, not his Decepticons, Optimus Prime, and not even Arcee will stand in our way of forging our own Empire with the two of us ruling side by side," answered Airachnid with Jack nodding and kissed the palm of her hand.

"I humbly accept the title of King and will fight for our future Empire that we will create together with our new species as technorganic Cybertronians," declared Jack, as he took Airachnid from Sharpshot, and turned around to face the Insecticons now kneeling at their feet.

"All hail Queen Airachnid and King Jack! Rulers of the Insecticon Hive!" exclaimed Kickback with the Insecticons around him all letting out a war cry while bowing to their new Masters.

They were so focused on their new King and Queen, the Insecticons were unable to sense the Autobots that had entered their area of the large base, and their weapons primed for a fight.

(With the Autobots-Earlier)

"By the AllSpark," whispered Optimus, as he saw the pile after pile of Sharkticons with a few Insecticons among the remains of the battle that occurred here.

"What are they? Decepticons?" asked Arcee while looking at a Sharkticon on the ground with its body having been mangled by an Insecticon.

"No. They are Cybertronian in nature, but they are not in the service of Megatron, or any other Decepticon on this planet. They are muscle made to serve another. Not unlike the Insecticons," answered Optimus while walking carefully through the base.

_"It takes a lot of firepower to bring them down,"_ beeped Bumblebee, as they had fought quite a few Sharkticons with the others to get here, and knew from experience that they could take a beating.

"Be on your guard. If the Insecticons are here, then Megatron, and the other Decepticons might be here as well," cautioned Optimus since as far as he knew, the Insecticons served the Decepticon Warlord, and it meant the Decepticons were here too.

Most likely to terminate Airachnid.

"We should try rescuing Jack. Let Megatron have Airachnid and her Spark for all I care," remarked Arcee coldly.

"Easy Arcee. Keep a cool head," said Optimus, as he peeked over the corner to see the Insecticons had indeed proven victorious over the Sharkticons, and now walking toward a single direction.

"That's strange. No Vehicons. No Knock Out. No Dreadwing. No Megatron. Where are they?" questioned Arcee with a frown.

_"Maybe they are where the Insecticons are heading,"_ offered Bumblebee with Optimus nodding at the possibility.

"Keep close and move quietly until we can rescue Jack. As it now stands, we will have to retreat if forced into a confrontation," said Optimus while moving quietly with his team and following the Insecticons.

Unfortunately, it seemed that the room where Jack was possibly located was also at the forefront where most of the Insecticons were now located, too many to get through if they fought them, and they had no visual on their human ally. But what was even worse was it seemed the entire swarm of Insecticons that were once on the _Nemesis_ were all here and in the service of Airachnid once again.

And then they heard the decree by one of the Insecticons. The one thing that made their Sparks, especially Arcee's Spark above the others...stop in shock, and in horror at what was heard.

_"All hail Queen Airachnid and King Jack! Rulers of the Insecticon Hive!"_

"What did he say?" whispered Arcee in horror, as she now saw all of the Insecticons in the corridor instantly kneeling in the presence of something, or someone exiting a room with thunderous footsteps.

In his arms was Airachnid. An _altered_ Airachnid.

_"Is that...Airachnid?"_ asked Bumblebee, as he compared his memory of the Spider Bot to what he was seeing now and comparing the differences.

"Apparently. It seems she has been changed into something else and regained control of the Insecticons," replied Optimus while Arcee just looked on in horror at the sight of her nemesis.

_"Who is the one carrying her?"_ asked Bumblebee, as he tried to compare this new guy to what was in his memory banks, and failed to come up with a possible match.

"Its...its Jack," answered Arcee though the words barely left her voice box and mouth.

"Are you sure?" asked Optimus, as he looked from her to the figure holding Airachnid, and narrowed his optics.

"The Insecticon in the room called him Jack. No Cybertronian has that name and his design is the male version of Airachnid's own," whispered Arcee, her frustration, her sorrow, and anger within her Spark were rising to untold levels.

_"That doesn't mean anything!"_ protested Bumblebee, as he liked Jack, and couldn't see the kid looking like that while holding Airachnid in such an affectionate manner.

"Sadly Bumblebee, I think Arcee might be correct in her assumptions that this new Cybertronian is indeed Jack," declared Optimus while his Spark was breaking inside at seeing what he assumed to be Jack looking at the kneeling Insecticons before him.

And then he noticed the Autobots behind them.

(A/N: YAY! Another chapter just for you guys to enjoy. Had some more free time and I know you guys wanted more so I spent the entire day getting this done since I know many are interested to see how I take this fic. Hope this chapter was to your liking and that you enjoyed Airachnid's background story. Until next time...PEACE!)


	3. Chapter 3

Chapter 3-The Third Race

"Autobots," whispered Jack, as he stared right into the optics of Optimus Prime himself.

Airachnid and the Insecticons looked in the general direction Jack was staring to see the trio of Autobots looking at them with their weapons ready to fire.

Instantly, the Insecticons rose from their kneeled position, and became living shields to protect their new Masters while letting out their standard Insecticons war cry. Airachnid herself hissed in fury at the sight of Arcee, who was glaring back at her, and it was clear to Jack that the two wanted to have a go at each other.

"Jack...is that you?" questioned Optimus Prime, as he lowered his weaponized hands, and slowly walked toward the former human boy with the Insecticons crouching slightly like they were getting ready to pounce.

"Possibly. Though something tells me that the Jack you were expecting to see isn't the one staring back at you," replied Jack calmly with Optimus stopping several feet away from the barrier of Insecticons that blocked him from reaching Jack.

"In a manner of speaking I suppose. But you are Jack nevertheless and the one we were seeking to rescue," said Optimus with Jack looking from him to the other two.

You will have to forgive me if the hostility of your subordinates pointing their weapons at us says I'm willing to trust you," countered Jack with Optimus glancing back at his two soldiers still aiming their weapons the wall of Insecticons.

"Stand down! Both of you," ordered Optimus with Bumblebee slowly doing as he was told.

Arcee did not.

"Seems someone has problems following orders," commented Jack with the Insecticons snarling slightly while Airachnid continued to burn an invisible hole into Arcee's head.

"Arcee, I said stand down," commanded Optimus with Arcee narrowing her optics at Airachnid and seemed to be in her own little world of pain caused by the Spider Bot.

"What's wrong Arcee? Are you having hearing troubles? Or are you just angry at seeing my Jack holding me while you have once again lost another partner," taunted Airachnid while snuggling up closer to Jack's upper torso and hummed at the feel of it on her face plate.

Arcee was snarling at this point, her optics livid with rage, and mashing her metallic teeth together with such force it was surprising they didn't break yet.

"What did you do to Jack" whispered Arcee while once again ignoring Optimus's order to lower her weapon hands.

"Me? How did you come to the conclusion that I had a hand in what my Jack has now become?" asked Airachnid while mocking Arcee slightly.

"Because its in your nature to hurt others. You tried to hurt him and me in the past. It is all a matter of time before you stab him in the back to get your kick out of life," answered Arcee with Airachnid hissing angrily at her.

"As if I would backstab the only one meant for me in the entire Universe! My Jack is perfect. He is strong, fierce, brave, and loyal above all things. You simply can't stand the fact my Jack is with me and not you! It eats you up inside like a hungry scraplet!" replied Airachnid angrily yet felt a form of satisfaction in seeing Arcee shaking with rage.

"Step away from him. I don't care if you didn't have a hand in his transformation. We are taking Jack with us back to base to cure of him of it," replied Arcee with the Insecticons not liking the sound of that and neither did Airachnid.

"Over my extinguished Spark!" exclaimed Airachnid defiantly while grabbing a hold of Jack in her position with a possessiveness she didn't know was within her body.

Jack himself scowled when hearing this and let out a deep growl of his own that surprised the Autobots since it didn't sound remotely human.

"So you intend to take me back and..._cure me_, was it?" questioned Jack with Optimus's optics looking at his own and could tell the Prime did not like how this was turning out.

"You are not human anymore Jack. Whatever happened to you since being taken from us has altered your body and your mind to follow a path that goes against everything you once believed in," replied Optimus while hoping Jack would see reason.

All he got was a snarl.

"So the Quintesson was right after all. Had you known of Airachnid's technorganic state, she would have been killed, and dissected for being different," remarked Jack with his optics narrowing at the Prime.

_"Quintesson? What's a Quintesson?"_ asked Bumblebee with Arcee not answering, as she just looked at Airachnid, and was so close to giving into the desire to fire on the Spider Bot.

"I do not know what would have happened if she came to the Autobots first Jack, but I would not have allowed any harm to befall Airachnid," answered Optimus while Jack was looking at him with cautious optics.

"Don't believe him my Jack. You can't trust an Autobot. They're just like the Decepticons with the only difference being they hide their lies better," replied Airachnid with Arcee looking livid at being compared to the Decepticons with an image of Starscream of all of Cons appearing at the forefront of her mind.

"Shut your lying mouth you glitch!" exclaimed Arcee angrily, as she fired her weapon with deadly accuracy, and would have struck Airachnid right in the face for dead on kill shot.

Or it would have if not for Jack turning quickly for someone of his size to shield her with his very back.

For a moment, time seemed to freeze, as Arcee, Bumblebee, Optimus, the Insecticons, and even Airachnid looked at Jack. Or rather the scorch mark on his once unblemished back, which surprisingly healed quickly until it looked untouched by the hit.

"Jack?" asked Airachnid, as she saw the look of fury on his face, and the hurt beyond the wound he felt from the shot.

"Optimus, out of respect for your honesty in wanting to save me, I am giving you this one time offer to leave, and take your subordinates with you. If you do not take this offer, I will order all the Insecticons to rip you three apart, and send what is left back to your allies," said Jack in angry whispery voice.

"Jack...," said Optimus, but was silenced by a sharp neck turning motion by Jack, and saw the former human boy turned technorganic glaring at him with an angry intensity.

"Decide right now. You have ten seconds or I give the order," snarled Jack with Optimus looking at him with optics that showed his sadness.

"Autobots...fall back," commanded Optimus, as he took several steps backwards, and saw the Insecticons were itching for a fight for just happened to their King.

"Optimus! You can't! We can't...!" protested Arcee, but the look in the Prime's optics when he looked at her told the blue Autobot femme to go silent, and look back where Jack was still shielding Airachnid from any further surprise attacks.

"We can and we will Arcee. We can't do anything for either of them. The mission...is a failure," replied Optimus, as they slowly left the Insecticons, Jack, and Airachnid alone there in the base.

"You could have finished them off Jack. Why didn't you give the order to the Insecticons to destroy them?" asked Airachnid curiously with Jack letting out a sigh.

"Because we would have taken heavy losses my dear Airachnid. I am fresh out of a tube and you are too weak to fully fight after being fully changed. The Insecticons have been in a vicious battle with the Sharkticons and some are showing signs of fatigue from their injuries. The Autobots were ready for an all out fight and would have taken down a large number of our forces before they went down or most likely retreated," answered Jack with Airachnid looking at him with a raised metallic eyebrow.

"So...you were bluffing?" questioned Airachnid with Jack letting out a chuckle.

"Pretty much," admitted Jack with Airachnid looking surprised before she laughed at how bold he had just been in fooling a Prime.

"You truly are something my Jack," replied Airachnid, as she gently caressed his chest, and heard him growl lovingly at her actions.

"I'm glad you approve. Now we need to figure out what to do next," said Jack since he knew staying here was just asking the Autobots to come back here with reinforcements to take them down.

"We need to find refuge somewhere with enough energon for all of us and then get some advanced tech to put us on a near even playing field with the other two sides," answered Airachnid with Jack nodding.

"Half of the hive that left Megatron is in a cave filled with energon my Queen. We can meet up with the rest of them to rest before freeing the entirety of the Insecticon Hive," suggested Kickback with Airachnid and Jack looking at him.

"There are more of you?" asked Jack with Kickback nodding.

"Only a third of the entire hive was freed from our stasis pods by Queen Airachnid and the rest are no doubt waiting for us to free them," answered Kickback with Jack looking surprised by this information.

"I didn't want to risk the entire swarm my Jack. I had the others in reserve in the event the attack I first sent against Megatron failed," added Airachnid with Jack thinking things over in his head.

"First, we head to the caves not far from here to meet with the other Insecticons located there before we feast on the energon located in that area, and once our wounds are healed we will free the other Insecticons still in stasis. Does Megatron know of their existence?" commanded Jack with Kickback shaking his head no.

"It doesn't mean anything. Perhaps Megatron is just waiting to thin their ranks of those under his command," suggested Airachnid with Jack frowning.

"Then we cannot delay here. Kickback, take half the Insecticons within this group, and strip the lab of potential equipment we can take with us to use. Destroy everything else there so it can't be used by our enemies should they come back here. Sharpshot, you will lead us back to the others through the tunnel used to get to this base," ordered Jack with the Insecticons bowing humbly in his presence.

"As you command my King," said Sharpshot and Kickback at the same time.

"Jack, if you do encounter the Autobots again, what will you do?" questioned Airachnid while Jack held her and walked through the tunnel where the Insecticons entered the lab.

"I don't know yet. My mind is still shattered. Hazy. On one hand, I wish to help them in their fight against the Decepticons, but on the other...," answered Jack while unsure on how to answer her.

"You want to rip their Spark out," finished Airachnid with Jack nodding.

"What memories I do have of them are them scolding me and the blue one, Arcee was looking at me with...disgust. Like I was burden to her. She said things in those memories that hurt," replied Jack with sadness in his voice.

"Then forget her my Jack. Forget the Autobots for now. All that matters is you and me with our plans for the future," said Airachnid with Jack looking at her and nodding.

"I will try my Queen," replied Jack in an affectionate loving tone before kissing her neck and making the technorganic femme moan.

'I could get use to this,' thought Airachnid, as she basked in the affection Jack was giving her, and desired more from him.

A lot more.

(Autobot Base)

"What do you mean Jack is no longer human?" asked Ratchet with the others at the base looking at the Prime like he had just decided to bring Unicron out of stasis.

"It is as I said old friend. Jack was taking from us by something called a Quintesson and then turned into a technorganic Cybertronian," answered Optimus with Bumblebee and Arcee nodding in confirmation.

"What's a Quintesom?" asked Miko with Ratchet sighing.

"A _Quintesson _Miko! As to what one is, we've never heard of one before today, but this one clearly possesses highly advanced tech to turn Jack into a technorganic," answered Ratchet grimly.

"And Airachnid," added Arcee with anger in her voice.

"Wait! Airachnid got turned into one too?" questioned Miko with Optimus nodding.

"Why would this Quintesson do that to Jack? Or Airachnid? It doesn't make sense," said June since she couldn't truly belief her ears in hearing her only son was turned into some kind of Cybertronian that was not a true Cybertronian.

"The reason baffles me as well. What is more baffling is the Insecticons now serve them over Megatron, and were ready to defend them both to the death. From what I was able to gather from the various wounds Jack was showing, he was recently fighting in a battle with the Quintesson's forces, and rescued Airachnid after she had been altered," replied Optimus with the others looking at him in shock.

"Jack saved Airachnid? But...I thought they were enemies?! She wants his head on her wall for a trophy!" countered Miko with Raf nodding since they knew of the Spider Bot's history from the others and her encounter with Jack.

"She has some kind of hold on him like with the Insecticons. I just know it!" exclaimed Arcee angrily with the image of Jack shielding Airachnid from her lethal hit playing back in her processor.

"Whatever the reason for Jack following Airachnid, we must act accordingly, and figure out how to proceed from here," replied Optimus with Arcee struggling not to punch the nearby wall.

"This is bad Prime. What do I tell General Bryce? He knows Jack's been replaced by an android and that you went looking for him. If the Brass finds out Jack's been turned into a technorganic Cybertronian...," said Agent Fowler with a sigh coming from his mouth.

"They will begin their own search for him and Airachnid with the intention of dissecting them both for the secrets their bodies will contain," finished Optimus with June gasping and Agent Fowler sighing.

"You wouldn't tell them anything, right?" questioned June with Agent Fowler looking at Optimus, who shook his head no, and the former Ranger did the same.

"No. I won't. I love this country with all my heart, but I'm not naive enough to believe that there are powerful influential people in the government that won't pull strings, and manipulate things so they can have it play out like that. For now, I'll keep Jack's changes a secret from General Bryce, and the others for as long as possible. But I'm warning you Prime, if this secret gets out...I'm going to have to answer for it, and its not going to be pretty when that happens," answered Agent Fowler with the Prime nodding.

"Understood Agent Fowler," replied Optimus knowing that the human government they resided in was still on edge with caution about Autobots thanks to smear campaign done by M.E.C.H. Months ago.

"I wonder what Jack's alt mode is now that's he's technorganic? Can he even have an alt mode like you guys?" asked Miko with the Autobots looking at each other.

"It is possible if he has a T-Cog like us or Airachnid. Though whether or not Airachnid can use her alt mode is questionable considering her changes from what was described of her physical form being different," replied Ratchet in thought.

"Regardless, we must be on guard with Airachnid, the Insecticons, and of course Jack himself. There was conflict and the feeling of mistrust in his optics," said Optimus with Arcee frowning at that since she saw it too.

"It was almost like he recognized us, but not in a good way. Like...he remembered some of his past with Team Prime, but it was bad for him," added Arcee while she didn't know what would cause Jack to believe they were the enemy.

"I find that hard to believe since it clearly never gets boring around here with Bulkhead and Miko causing all sorts of mayhem like any Wrecker would," offered Wheeljack with a smirk on his face.

"Perhaps that is where part of the problem lies Wheeljack," replied Optimus with the others now looking at him.

"What do you mean Optimus?" questioned Ratchet with a frown.

"During his time here with us, Jackson has been given one responsibility after another, from ensuring Miko stays safe, to being entrusted with the Key to Vector Sigma, and much more. Yet from my own memory processors, not once have I recalled a moment where Jack was praised for his efforts, and given the appreciation for performing so well under pressure," answered Optimus gravely since such memories if they existed within Jack after his changes would make the former human boy think twice about embracing the Autobots in friendship.

"You make it sound like I'm a hassle!" exclaimed Miko with her arms crossed.

"That's because you are a hassle at times Miko. Running through Ground Bridges to see us fight, into unstable caves that collapsed soon after, and let's not forget the incident with you getting sent to the Shadow Zone where an undead Decepticon by the name of Skyquake chased you. Its a miracle you're not dead, maimed, and forever scarred by everything that has happened!" countered Arcee angrily since she blamed the girl for causing Jack so much trouble.

"Oh like _you_ are one to talk Arcee. I saw and heard you when around Jack the first time you two were together when trying to convince him to head to the base and after what happened with Cliffjumper. You looked at him like he was a burden. A deadweight you couldn't wait to get off your back! Its no wonder he wanted out after what happened on the _Nemesis _when Fowler got taken prisoner," Miko shot back with Arcee snarling at her.

"Enough! We are all to blame in this. Clearly the Quintesson did his job well in not only changing Jack, but ensuring his memories of us, if any of them still exist, and were those that put us all in a bad light. It will take some time to help change Jack's perception of us before Airachnid's own influence is too strong to break," commanded Optimus with the two femmes glaring at each other before looking away.

"A little hard to do Optimus Prime considering I designed it so those two would be made for one another," replied a voice behind them all at the vehicle tunnel entrance that lead them in and out of the base.

"Whoa!" exclaimed Miko, who instantly took a picture, and Raf himself was studying the entity that stood before them.

Or rather..._hovered_ slightly off the ground in front of them.

"How the slag did you get in here?!" exclaimed Ratchet, as he was surprised the base's sensors didn't go off, and detect the intruder.

Then again, the base was using _human technology_ so that might explain some things.

"With this," replied the intruder, as it produced a device from within its body, clearly made to be attached into his form, and interface when used accordingly.

"Is that...a portable Ground Bridge device?" questioned Ratchet before the device in question was retracted into the creature's body.

"Of course. I used it once I escaped after the Insecticons tunneled into my lab to free Airachnid, who they proclaimed their Queen, and were intent on destroying me for causing her pain from all the alterations made to her body changing to reach their full potential.

"Something like that must have been taxing to use in terms of energon given all of the requirements needed to open one," commented Ratchet with Five Faces nodding.

"Not really. Your Ground Bridge was created using human technology while my device is pure Cybertronian tech with the necessary components needed to use only a small sample of energon on hand. Fortunately, I was able to open a Ground Bridge using what a little of the energon I had stockpiled after I entered the secret chamber to escape those violent Insecticons, and their desire to maim me," answered the intruder while floating further into the light the room possessed.

"What the slag are you?" asked Wheeljack with his swords out since blaster fire would cause more damage to the base then the enemy in front of him.

"I am Five Faces. One of the last few of my kind left in the Universe," explained Five Faces with a brief bow.

"A Quintesson," answered Optimus with Five Faces nodding.

"Correct. I came here because I need your help," replied Five Faces while Arcee pointed her blaster arms at him currently being point blank in range.

"Give me one good reason why I should shoot you into scrap," stated Arcee with her weapons itching to fire multiple shots into him.

"Because I can give you answers you seek to your questions," answered Five Faces with the Bots narrowing their optics at him.

"And you are doing this out of the goodness of your own Spark I take it?" Ratchet asked rhetorically with Five Faces scoffing slightly.

"Of course not, but it was either you, or ask the Decepticons for help. I calculated we had far better odds of living and keeping our body intact if we came here," said Five Faces with his head transforming into another face.

"What are the Quintessons?" asked Optimus with Five Faces changing faces again.

"We are a race of Cybertronians that first existed on Cybertron in a time before Primus and Unicron first came into existence," answered Five Faces with Optimus looking at him with full blow shock.

"Impossible! You couldn't have lived on Cybertron before Primus and Unicron. There is no way!" protested Ratchet with Five Faces transforming his face yet again.

"Is it? Who do you think built Primus? Who do you think built Unicron? Quintessons once ruled Cybertron, made it what it was before we made the foolish mistake of trying to build what we soon learned could not be controlled by us," replied Five Faces with sorrow hinted in his voice.

"What did Quintessons do when they ruled Cybertron?" questioned Optimus with Five Faces changing his face once more.

"We of the Quintesson race are _resource brokers_, as we provided other cultures from other planets the means to..._handle _their enemies in times of need. When they were in need of various items capable of combating their enemies, an agent would come to us, and our main Council would assess the status of the situation on whether to help one side or the other," answered Five Faces with Optimus and several others in the room frown.

"Resource brokers my star spangle bannered butt! You're a weapons supplier. You sell weapons and your clients buy them to wipe the other guy out! Merchants of death, who supply to the highest bidder!" exclaimed Fowler with Five Faces looking at him for a moment.

"Correct. Though you're race isn't innocent on the matter either human. Your kind have done the same on this planet. We just provided such services on a much..._larger_ scale," replied Five Faces with Fowler looking away in disgust.

"Until you hit a snag with Unicron," added Arcee with Five Faces turning to look at her.

"And Primus. Unicron was to be our grand weapon to end all weapons. The preverbal 'sword' to be used by our clients for an 'instant kill' measure on the more war torn planets with the more ruthless clients. Primus was to be a shield, a counter measure if you will in the event Unicron was somehow used against us, and was designed specifically for that purpose. We also added an emergency command deep within Primus's processors in the sub-routine systems to one day make subordinates to provide support if required. After we finished making both Primus and Unicron, we set them to work on their assigned tasks we programmed into them, but failed to truly realize what happened following their activations...until it was too late," replied Five Face bitterly with Optimus Prime's optics narrowing.

"They both became self aware and developed freewill. They rebelled against you," said Optimus with the Quintesson nodding.

"Yes. We did not anticipate Primus joining Unicron in the events that followed with our entire race nearly being wiped out. After what few of us escaped from Cybertron, the two giant Cybertronians did battle with each other, their respective programs, and purposes we created them for had kicked in. Unicron's purpose when we made him was to destroy everything and anything that stood against him when fighting. Primus's purpose was to protect us and all life on Cybertron worth protecting and due to his defensive nature was designed with the emergency sub-routines to create a certain number of guardians to assist him in this objective. These emergency sub-routines were accessed and forced to activate following his battle with Unicron after their shared alliance was terminated. The end result was Primus creating the Thirteen original Primes and as they say...the rest is indeed history," replied Five Faces before his face transformed yet again.

"Why did you kidnap Jack? Why turn my son into a technorganic..._thing_?!" demanded June, as she saw Five Faces look at her, and then change his appearance again.

"Because his potential was and still is astounding. Do you have any idea how difficult it is to get truly remarkable test subjects for experiments? The research, the study, and analysis of your race to find potential candidates for my ultimate experiment has taken me a little over a full millennia to document. Jack is the first if not the _only _human in this time of this planet's lifecycle to handle such alterations without the process killing him. I have calculated another potential human candidate like Jack will not surface for at least another three hundred of your human years. I was not about to wait that long," answered Five Faces like he was talking about the weather or a mathematical equation that needed to be explained.

"What do you mean? What makes Jack so special? I swear its one thing after another with him. First its Airachnid, then Megatron for some yet unknown reason when we let him Ground Bridge here to help us fight Unicron, Optimus gave him the Key to Vector Sigma, and now this!" exclaimed Miko with a stomp of her booted foot.

"As I said, the boy is special in his own way. His genetic code is much more advanced then normal humans. Much more then any other human I've tried to alter since being on this planet," replied Five Faces with the Autobots and humans in the room looking at him in shock.

"How many humans have you experimented on?!" demanded Fowler, as he was going to have to look at a possibly endless pile of Missing Person Reports, and see if this squid for a robot had anything to do with them.

"If you must know human, I've lost track of the number over the past millennia, and they were all failures when it came to testing their potential when altered," explained Five Faces dismissively.

"If you altered humans, we would have known about it eventually. Not even you could hide them for long as the technology of our race advanced," said Raf with Five Faces letting out a chuckle.

"Quite right little human. Jack's memories of you being perceptive and smart are indeed accurate. Yes. My test subjects did get out, but only because I let them out to test them in their natural environment, and as I said before...they failed miserably," replied Five Faces while the others around him were shocked to hear this.

"That is absurd! We would have heard about such humans walking around!" exclaimed Ratchet with Five Faces scoffing at him.

"You might not have Autobot, but your human allies on the other hand do know of such humans. As pertaining to ancient myths and legends to those times. Surely you know of the mystical stories surrounding centaurs, elves, werewolves, vampires, ghosts, ghouls, and goblins?" questioned Five Faces with the various humans looked shocked that such mythical creatures were in fact real and were once humans Five Faces had experimented on in the past.

"Wait! Are you saying all those mythical creatures from the past were in fact humans you altered?" asked June with the Quintesson smiling.

"Of course. Over the years, the large number of test subjects I gathered had thinned to the point where they became scarce, and the sightings of them became rare. Some escaped on their own while others I released back into the world to see if they could survive without my assistance. Sadly, they all eventually perished, and I was forced to start again from the beginning. Your offspring proved to be exactly what I needed to achieve my ultimate vision of the perfect Cybertronian though I honestly never imagined it would come from a species involuntarily sired by Unicron himself. Or that his other half would be from his brother's side of things," commented Five Faces with June looking horrified at this news.

"What do you mean other half?" demanded Arcee while not liking the horrible feeling that was swelling within her Spark.

"I thought it would be obvious given Jack and Airachnid are now both technorganic entities. While they are both Cybertronian in nature in terms of long life and require energon to live, they are also _organic_ in nature as well. This means they will have the desires two compatible organic would have within their systems that would result in their numbers to..._multiply_!" answered Five Faces with the Autobots looking confused for a second while Miko blushed, Raf looked somewhat confused before understanding, and both Agent Fowler and June looked pale at the implications.

"Are you saying...you gave Jack and Airachnid the ability to..._breed_?" asked Raf, as he felt that was the best term to use given what he knew, and his still innocent mind could understand what the Quintesson was referring to about them multiplying.

"Correct. They both have the necessary reproductive organs needed to..._combine together_ if you will and then eventually create life on a vast number given Airachnid's give form of a spider," answered Five Faces with the implication now hitting the Autobots like one of Megatron's fists to their faces.

"Are you saying that Jack and Airachnid have the ability to...reproduce their species and create an army of technorganics?" asked Ratchet just so he understood things _perfectly_ in terms of what the Quintesson was implying.

"Correct. Given Airachnid's spider based creation, which I used to make her into what she is now, I calculate she will have the ability to reproduce offspring currently numbered in the hundreds if not thousands after several actions from mating with Jack provided her with enough genetic material to give eventually give birth," answered Five Faces with June fainting after hearing that with the horrible images of Airachnid giving birth to an army of technorganic children that would be made through coupling with Jack.

"June!" exclaimed Agent Fowler, as he moved to catch the woman, and moved her over to the couch.

"Optimus, we can't let such a thing happen. The implications are too great to ignore. We need to find Jack and reverse what this...this Quintesson has done to him," said Arcee with Five Faces letting out a chuckle.

"You think such a thing can be reversed? It can't. I've altered Jack on the genetic level to the point where it can't be reversed by my own intellectual mind. Even if you did find a way to reverse the boy back to his weak human like form, he would never survive the change back, and die a most painful death with his body looking completely deformed in the process," said Five Faces since he had made sure that Jack's condition could not be reversed in the slightest.

"Then we have no further use for you Quintesson," said Arcee coldly, as she aimed her blasters at him, and prepared to fire.

Only for Optimus to stop her.

"You will do no such thing Arcee. I will not allow it," commanded Optimus with Arcee looking up at him with angry eyes and it was clear she didn't want to obey.

"Why? He can't be trusted. The only reason the Quintesson even came here is to seek protection in exchange for information because the Decepticons would make things even worse," protested Arcee with Optimus sighing.

"Arcee, you have to understand that this has shifted the war on a level we could not even begin to understand, and it would be unwise to terminate the Quintesson when he can provide us with other forms of information," answered Optimus before looking at the Quintesson hovering a few feet off the ground.

"If we can. While being your prisoner is not something we would enjoy, the calculations run show there would be a eighty five percent chance of us being tortured for information by Megatron, and then killed soon after," answered Five Faces since he did the math in his processor on his chances of survival when comparing the Autobots to the Decepticons in terms of hospitality.

Megatron was not known for showing it unless you were useful.

"There is also another issue with the Insecticons. If they are no longer under Megatron's command, it means his ranks have been thinned considerably, and will no doubt redirect his efforts to finding them. If he learns what has happened to Airachnid or Jack...," said Ratchet with the silence hanging in the air.

"Megatron will try to replicate the process or at least alter himself to make himself even stronger," filled in Optimus and knew that while Jack was now their enemy in a sense, he was also Megatron's.

The boy just didn't know it yet.

(With Jack and Airachnid)

Jack and Airachnid made it to the inside of the cave where a large number of Insecticons were waiting for them, eating energon, and supporting one badly damaged Insecticon in particular. When the two entered, all the Insecticons turned, and kneeled in their presence due to the link they shared dye to their hive mind mentality. They knew what occurred in the Quintesson's lab, their Queen being altered, upgraded in a sense, and her new consort that was their King named Jack.

"We should get some energon in our bodies. This whole ordeal has been quite draining," said Airachnid with Jack nodding in agreement.

On the way to the cave, Jack had noticed his body was healing at an extraordinary rate, was told by Airachnid she had the same high speed regeneration though now it was much faster due to her own process being completed. His mental processor had ran an internal systems check of what his entire body, and that some of the systems were still dormant. It was clear to Jack that he had come out of the tank earlier then expected, but given what happened. he didn't regret it, and would just wait to let them activate. Though deep down, Jack also knew that the sooner they came online the better, as he could only fight with just his fist for so long before the need for a bladed weapon, or blaster based weapon to combat the dangerous foes that would eventually come for him.

That would eventually come for Airachnid.

"Agreed. One of you bring some energon to your Queen. Now!" commanded Jack with one of the Insecticons bringing over a large crystallized mountain of energon with both its clawed hands holding it and kneeling before them.

"So commanding Jack," purred Airachnid in approval before she took the energon from the Insecticon and began to munch away at it with her strength slowly returning once more.

"For you my King," came the voice of another Insecticon, who produced an equally large amount of energon, and kneeled just as the first one had.

With a nod of appreciation to the Insecticon, Jack took the energon, and began eating the crystallized substance. It was weird at first, as he could actually _taste_ the energy within the blue crystal, and had to admit it was pretty damn good. While this happened, Jack felt some of his other systems that had been sleeping now awaken, and was processing his own body's functioning status. It seemed in order for his body to fully awaken, he needed to be fully powered, and the only way to do it was to eat energon.

"When the rest of the Insecticons at the destroyed base come back with various supplies taken from there, we are moving to the cave where the rest of your brethren are still in stasis, and freeing them from their slumber," ordered Jack with the Insecticons in the cave nodding.

"We will also need to secure a base of operations to work from. Something with lots of living space, signal shielding, and tech to match our enemies," added Airachnid with Jack nodding in agreement.

"Sadly, I don't know of any we can use. Even if I did, the memories are lost to me. What about you my Queen? Any ideas?" asked Jack with Airachnid thinking it over.

"There maybe one I know of that we can use. Its actually half of an old Decepticon ship called the _Harbinger_. Though we may have to use the half that not as good as the other," answered Airachnid with Jack raising a metallic eyebrow.

"Oh? What's wrong with the possibly good half?" inquired Jack curiously.

"A rogue Decepticon maybe using it. Starscream," answered Airachnid with Jack letting out a growl.

"I dislike already. Even some images come to mind when I hear the name and makes me want to punch him just for existing," replied Jack with Airachnid smirking.

"You're not the only one who feels that way about him my Jack. Still, if I were to think like Starscream, and I knew I was in need of sanctuary from Megatron...I would take the good half of that downed Warship," said Airachnid with Jack growling louder.

"And if we even try to take it from him, there is a chance he'll escape before ratting us out about our location to our enemies in exchange for some form of clemency," added Jack with a hint of displeasure in his voice.

"Hence why we should try for the other half of the downed _Harbinger_. Its got more room anyway and buried underground so its safe from bombardment. The possibility of the ship shielding our signals will need to be tested, but it should suffice for now, and any of the tech the Insecticons bring from the Quintesson's base could possibly help too," said Airachnid with Jack nodding.

"My King and Queen! We have brought back equipment taken from the Quintesson's base to be examined!" proclaimed Kickback with those with him holding the various pieces of Cybertronian tech.

"Let's see," said Airachnid, as she beckoned them closer, and saw the various pieces the Insecticons appear one by one to kneel in front of her like they were offering tributes.

There were various pieces Cybertronian tech laid out before her, all of which were very impressive, but considering it recently belonged to a Quintesson, it wasn't surprising, and Airachnid hummed in approval. There was an energon conversion system, which turned energon in crystal form into the liquid form all Cybertronian drank from when not in desperate straights, and the cube processor that made the cubes the energon was put into. Next was an advanced sensor system, which Airachnid knew could prove beneficial in detecting their enemies should the base be compromised, and would have to be setup at their new base. The next piece of technology made her eyes glowed with delight, as she saw a portable Ground Bridge device, a rarity given how Space Bridge technology was lost for Mega Cycles until recently, and then there was Ground Bridge technology being the simpler version of the lost art. To have such a rare and advanced device could make things a lot easier for them since they could pop in anywhere with the proper coordinates on hand.

"Judging by your reaction, the Insecticons gathered quite the bounty," commented Jack with Airachnid nodding before taking the portable Ground Bridge device and held it close.

"_This_ my Jack practically has more value above all other tech here. With this, we can go anywhere on the planet, and take what we want in the process," answered Airachnid with her mouth drooling a bit before taking a bite of the energon in her other hand.

"Ground Bridge technology?" questioned Jack with Airachnid nodding.

"Exactly! It we know the coordinates of where the other Insecticons in stasis are located, we can head there right away, and save us time on the travel. How much energon does that device take?" commented Jack with Airachnid smirking.

"Not much surprisingly. That's why this is so valuable. I take it the Ground Bridge used by the Autobots takes up a lot of their energon?" answered Airachnid with Jack frowning in thought.

"I don't know. Maybe. My mind is still struggling to process things. But this device is perfect for our plans. Let's put it to work," replied Jack with Airachnid smirking.

"Soon. You need to eat more energon and restore your strength. What else do we have?" said Airachnid with the Insecticons providing more tech they salvaged.

One piece of equipment Airachnid brought before her was used for medical purposes and when mentioned to Jack made the male technorganic looked over at the severely injured Insecticon that was Hardshell. It was clear that this particular Insecticon needed treatment soon and was holding on only because of its inner strength along with the energon given to keep his systems functional.

"Sadly my Queen, we don't have time to examine everything here, and neither does that Insecticon over there about to fall apart. We need to gather the others in stasis and then Ground Bridge to our potential new base so we can setup the necessary equipment to heal him," commented Jack with Hardshell looking up at him in surprise.

"You have a point my Jack. Fortunately, I do know the coordinates for our little army to go to make it an even bigger one," said Airachnid before she checked the power levels on the device, seeing they were at full, and punched in the required coordinates for the portal of light that was their Ground Bridge to open up.

Jack while still caring Airachnid, walked through the Ground Bridge with the army of Insecticons right behind them, and carrying the stolen tech along with some energon. When they exited on the other side, Jack saw a vast number of stasis pods, some were empty, but most were still filled, and he could almost sense the Insecticons in the pods itching to get out. Without saying anything, he put Airachnid down to let her get a feel of her altered body, and she walked gracefully to each of the pods while opening them up one by one with some Insecticons assisting until the number of active Insecticons was nearly covering the entire cave. Fortunately, the cave was also rich in energon, and after long stasis in the pods they were in need of their food source.

"When your systems are full and ready we will head to our new base of operations. We will most likely have to do some renovations to it, and possibly be cramped considering its only half a ship. However, such things are a small price to pay to hide out until we can strike out against our enemies, and make no mistake when I say we will strike," said Jack to the Insecticons and then turned to face Airachnid with her looking at him with a small frown of concern on her face.

"You haven't found an alt mode Jack. You will need one before fighting the Autobots and the Decepticons," stated Airachnid with Jack nodding, but frowned when he ran the idea through his processors, and saw something that confused him greatly.

He already _had_ an alt mode.

"Not surprising considering what the Quintesson said about my T-Cog being different. Can you change into your vehicle mode?" questioned Jack with Airachnid looking at him with confusion before she tried to change into the stealth helicopter her T-Cog had on file after scanning the man made helicopter that was altered to fit her femme frame.

Only to find it was no longer useable.

"I can't! The final changes to my body must have deleted it from my T-Cog. That damned glitch of a Quintesson! If he even has one, I'll rip out his Spark, and crush it within my very servos!" exclaimed Airachnid angrily before she accessed her T-Cog again and she found her "Spider form" that resorted to using her other limbs like a spider had been for the lack of a better word..._upgraded_!

"What is it? You just went from angry to curious," asked Jack before she walked away from him for a moment, and then suddenly transformed into a giant spider with multiple eyes and mandible teeth like a spider.

What was even more astonishing for Airachnid when she looked at her reflection within a large energon crystal is spider body looked exactly like an actual spider.

"I have...an animal based alt mode. I am truly an Arachnid now. I have become the very creature I am named after," said Airachnid in shock before she changed back and looked at Jack to gauge his reaction.

"And the sexiest looking one I've ever seen," replied Jack with Airachnid finding her face getting surprisingly warm when hearing that.

"Stop it Jack. You've probably said something similar to Arcee already. Being her former partner and all that," stated Airachnid with her Spark feeling a small ache knowing Jack probably complimented blue femme Autobot every chance he got.

"I don't remember much in ever complimenting her. Besides, judging from the memories I do have...what we had wasn't even a good partnership. Its clear her opinion of me was not very high," replied Jack, as he walked up to Airachnid, and touched her chin before moving it up so her optic would look at his own.

"Really? Your partnership wasn't...a partnership?" questioned Airachnid, as she always thought Jack, and Arcee were acting like the best team to ever exist.

"I was deadweight to her. She didn't exactly like the idea of 'baby sitting' me. There was this look of...contempt in her optics. Like she was wondering when I could get out of her sight or out of her life. I don't think Arcee ever truly trusted me or even wished to be my partner long after I proved myself. I was a speed bump at the very least to her. A brick wall at most," whispered Jack, but Airachnid heard him clearly, and it made the Spider Bot's Spark ache with rage at hearing this.

'That glitch of a hypocrite! Arcee has the bearings to call me a monster and what does she do with the partnership Jack has given her? She stomps on it! Demeans it! She frowns upon my Jack's friendship while claiming its special to her. Well her loss is my gain,' thought Airachnid before leaping up, wrapping her arms around his neck, and kissed him passionately on the lips.

"What did I do to deserve that wonderful act of affection from you?" asked Jack with Airachnid smirking at him.

"Why? Don't you want more?" countered Airachnid with Jack growling at the teasing though it was more out of lust then anger.

"Of course I do. That's why I asked. I want to know what I did to make you kiss me like that!" exclaimed Jack before capturing Airachnid in another heated kiss and shoving his metallic tongue into her mouth with his dancing around her own.

"Just keep being yourself my Jack," answered Airachnid before turning to see all of the Insecticons were ready to depart.

"Once we setup the equipment, the first priority should be healing Hardshell with the acquired medical equipment we have on hand," commented Jack while Airachnid put in the coordinates for the half of the _Harbinger _that would be their new base of operations.

"We will need a Medic for that my Jack. One which we do not have among our ranks," commented Airachnid with Jack grinning viciously at her while they walked hand in hand through the portal.

"True, but we know two sides that have one each among their ranks. We just need grab one...or both!" countered Jack with Airachnid's optics widening before she grinned just as viciously as he did.

"And with our toys, such an abduction is quite possible. The Autobots and Decepticons won't know what hit them until its too late," added Airachnid while leaning close to Jack and sighed contently.

(Autobot Base-A Few Days Later)

June awoke her slumber, the tired eyes from the stress caused from recent events were struggling to see for a moment, and it took multiple blinks to see clearly. She looked around and saw military men all around, taking things apart, and Agent Fowler directing traffic not far from her. She looked around once more to see the children weren't with at the base either, nor were their respected Autobot guardians, leaving only Optimus, and Ratchet to carefully manage things with the various humans taking things apart.

She didn't know where Wheeljack was though something told her the second Wrecker on Team Prime was probably with his ship. Bulkhead was currently trying to work his legs properly, but his systems weren't fully online despite Ratchet's medical expertise, and the Wrecker was he was lucky to be alive. While Miko had been happy that her guardian was alive despite, the girl had pushed the Wrecker hard to recover, and had to be called off in pushing him unless she wanted to make things worse.

"They're moving?" asked June, as she walked up to Agent Fowler, and the man turned to nod at her question.

"Can't be too careful with Airachnid knowing where the Bots live. All she has to do is send out a message to Megatron to get him to think her loyalty is still to him. Though my money is Airachnid will sell out the Autobots in the event she's in a jam that could force the Cons to ignore her for a bigger prize that would the location of the Autobots live," explained Fowler with June nodding while her eyes were filled with sadness knowing her only son was altered by that damn Quintesson and was now with Airachnid of all beings to be the ideal mate to breed a new species of technorganics.

"What about the Quintesson? Is he...cooperating?" asked June with Fowler sighing.

"If you count his ramblings about how humans are Unicron's progeny and how he made Jack worthy of that title, then yes the squid like robot with multiple faces, and multiple personalities has been really useful. Damn thing won't took great pride in making Jack what he is now and only wishes there were more like Jack so he could duplicate the process. I have my boys take him in advance to the new base, but made sure he didn't know where it was located, and I have got him his own personal room with monitors, and my boys watching him at all times," answered Fowler before letting out a sigh.

"Where are the children?" asked June with a hint of worry.

"Being taken home by Bumblebee and Arcee. They would have been Ground Bridged home, but Optimus wants to use it for emergencies only until its time to take it down, and be rebuilt at the new base. The Quintesson has at least agreed to help Ratchet upgrade it with the necessary parts so its not heavily draining their energon supply like it was before today," said Agent Fowler before he got a call on his cell and it was from his superiors.

Meaning he had to take it.

"Mrs. Darby, I am glad to see you are awake again," replied Optimus with June nodding and tried to smile at the Prime.

"Sorry for fainting when I did. The news of Jack had become, that he was with Airachnid, and they would one day..._reproduce_ was not something I could handle," replied June with Optimus nodding in understanding.

"Its all right June. I can only imagine the pain you have gone through in learning what we did about Jackson. The boy did so much for us and we were unable to save or protect him from the changes he went through at the hands of the Quintesson," stated Optimus with June smiling at him.

"It can't be helped. Not anymore. When Jack was growing up, I tried to make sure he would grow up being responsible by giving him chores, setting rules for doing well in school, and getting a part-time job so he would understand the value of hard work. I tried to give him a life that taught him how to be responsible and while I succeeded...it also made us drift apart when he got older. Not that I blame him since the kids at school, who were on the more wealthy side financially would mock him, either at school, or at work with some of them slandering me in the process," replied June with Optimus frowning at her words.

"Slandering you in what way?" questioned the Prime with June smiling slightly while tears fell from her eyes.

"How I was always hovering over him. Always in his personal space and giving him his privacy. That I should have 'cut the umbilical cord a long time ago' and not pester him constantly about his health. They even mocked Jack when they learned I made organic tofu one day for his lunch and how I was some weird health nut for making it for him. He doesn't know that I know this, but I could tell Jack hid these things from me, and did it so I wouldn't try to make things worse. He kept a lot of his pain bottled up. I think he was afraid of lashing out with his anger at me since I was the only parent in his life. Maybe Jack felt I would leave him if he did," answered June with Optimus frowning while he processed this form of human behavior.

"Couldn't the school's authorities have made the other children stop their actions?" asked Optimus with June shaking her head no.

"Don't get me wrong, they _DO_ have the power to make the kids stop in their own way, but only if I reported it to them, and wished the harassment to stop. Even then, word would have gotten around the school of my inference with his life, and the kids would secretly make things worse for Jack. All because his Mother came to fight his own battles for him and he couldn't stick up for himself. It wouldn't stop at the school either, as the kids would just harass Jack after school, and make him possibly resent me further for trying to help him. Despite my lack of attention to Jack before finding out about his time with you guys, I know how my son thinks, or rather what he did think, and I know any help from me unless its a real medical emergency would have just driven us apart," stated June with Optimus thinking this over.

"When the time comes to face your son Mrs. Darby, I can only hope that we can reach him, and convince Jack to abandon his desire to be a third faction fighting in this war," replied Optimus with June nodding in thanks.

"Please try Optimus. I know changing my son back is slim to none, but at least I can rest a little easier knowing Jack is fighting for you, and not Airachnid or the Decepticons in general," replied June with Optimus nodding.

Their conversation was cut short when a beeping sound came over the computer console Ratchet was still using and the Autobot Medic brought up the reason for the system's beeping. On the screen was signs of what looked like, at first glance, was a shooting star entering Earth's atmosphere, but upon closer inspection by Ratchet zooming in on the object showed it was actually an escape pod, and of Cybertronian origin no less. The problem with it entering the atmosphere the way it did had unfortunately prevented them from making a positive ID on who it belonged to in terms of Decepticons or Autobots.

Fortunately, by that point in time, Arcee, and Bumblebee had come back from dropping off their two remaining human charges. Well...it was mostly Bumblebee, who took Miko home since he was built for it, but Arcee drove behind him as a protective detail to ensure the children got home, and without delays from the Asian girl. The blue Autobot femme knew Miko was just like that when it came to anything that would give her an adrenaline rush.

"Did we miss anything?" asked Arcee while Bumblebee went to look Bulkhead over.

"Only that you got a new player arriving via space pod. I just got called by one of my people over at NASA and he's telling me that this pod is coming in fast. They've plotted the trajectory given its current speed, velocity, and the angled point of entry heading into the Earth's atmosphere. I've got the coordinates of the general area where the pod will soon land within the next few minutes," stated Agent Fowler with Optimus nodding.

"Autobots! Transform and roll out! Agent Fowler, I need you to stay here, and work the Ground Bridge controls. Ratchet, bring your Medical Kit in the event the pod belongs to an Autobot," commanded Optimus, as the humans around him gave the group a clear path, and watched the Ground Bridge open for them to enter.

(_The Harbinger_-Two Days Earlier)

"It needs some work, but that's to be expected," commented Jack, as he walked around the destroyed ship, finding some rooms could be expanded by taking down some walls, and reusing the metal taken down to reinforce other areas needing it.

"Fortunately, we have the muscle required for that my Jack. The systems still work, we've tested out the shielding, and are well protected from enemy sensors. Though we should be thanking Five Faces for that since taking the needed tech from his base to make that happen," replied Airachnid with a smirk and Jack smirking too.

"And the room to house them all. I've already ordered some of them to search for more energon to mine. Our numbers will require us to have a few major veins support us," said Jack with Airachnid smiling further since it was the next logical step.

"Well done Jack. You're taking this role as a leader very seriously. I'm impressed," said Airachnid before kissing him passionately on the lips.

"I aim to impress my dear Airachnid," replied Jack with his hands reaching to her after and grabbing it possessively with Airachnid letting out moan of surprise at his sudden boldness.

"And to please," added Airachnid seductively with Jack grinning at her.

"I take it you know all about how organics act in order to..._reproduce_?" asked Jack with Airachnid smirking further at him.

"I may have been a living robot for Mega Cycles before being what I am now Jack, but I am hardly naive when it comes to mating habits of organics, and their means to multiply. I understand the act itself with humans focuses more on the pleasure involved from the act rather then the need to reproduce," answered Airachnid with Jack smile going wider.

"That's how it works for humans in general. It can be for us too. Having offspring in the future is just an added bonus for me knowing its going to happen with you," stated Jack passionately and Airachnid felt her Spark once again pulse excitedly at the idea.

Already her processor was coming up with images of their offspring and what they could become in the future.

"Let's go to our chosen room my Jack. Let us truly bond in a way Arcee could never have with you or could never understand in terms of a true partnership," replied Airachnid with Jack optics filling themselves to the brim with lust.

"I like that idea. I like that idea a lot!" replied Jack, as he picked her up bridal style, and made his way to their chosen room.

A mental command was sent to all Insecticons to leave the two lovers alone unless it was _absolutely_ necessary.

(Many Hours Later)

Airachnid sighed contently on the large berth, as she was held by Jack by his powerful now Cybertronian arms, linking together at the hip, and thought about their very first time together with it being a literal first for the both of them. They didn't know what they were doing, only that they knew how to do it, and were going on pure primal instinct. They had claimed a room fitting for them, as it was basically the quarters for the commander of the ship that had long since abandoned it after the crash, and began their mating ritual.

Airachnid could only close her eyes now and replay the memory of this moment in her processor while reveling in the wonders of sexual intimacy.

First, they kissed each other passionately, Jack had assertive himself in a dominate role in being on top of Airachnid, ravaging the femme's mouth like it was going out of style, and grabbing her femme parts with his servos. Airachnid moaned from his touch, her sensors going off while telling the femme what Jack was doing, feeling the stimulation from his seemingly natural skill in knowing where to setoff such pleasurable feelings within her own body. Airachnid herself never felt like this before, at least not on _this _level, as she only felt such sensations in the past when hunting down, and ripping apart helpless creatures before their heads were mounted on her trophy wall of the ship that Jack had ironically enough destroyed.

Now he was making her feel good without that happening.

Next came the ability to _connect_ each other physically, as Airachnid had seen humans do when studying them after escaping first encounter with Jack, and Arcee while on this planet. She had seen multiple pairs of humans perform their intimate sexual act, each one different, and similar to the last. The male dominated the femme and it was the other way around some cases with the femme in control of the male with her riding him while he was on his back.

But the end result had always been the same from what Airachnid saw in these logged cases, as the pairs always tried to make the other feel pleasure beyond reason, and that was what Jack had been doing since they started. She used her own access to her body's systems to retract her breast plating, not unlike how a Cybertronian transforms, and saw her Jack staring at what human's would call breasts in wonder. At first, she thought he was horrified of them, and would have brought the plating up had Jack not suddenly take hold of them to cause additional pleasure to rock through her entire body. Airachnid had nearly blacked out from the sudden pleasure, as she saw Jack grin at her, kissing along the femme's jaw, and neck area while whispering sweet words between kisses.

She had never felt so helpless at that moment while under pleasurable sensation of Jack's hands and yet...Airachnid didn't feel any fear from it at all. Airachnid felt she could trust Jack with her body and even with her very life without a shadow of doubt that he would use this moment to suddenly rip out her Spark.

She barely remembered screaming out his name in pleasure when the first orgasm hit from his assault on her breasts alone after he began to attack them with his mouth. His hands, his tongue, and his teeth attacking her sensitive femme body had sent it into an overload of pleasure. She barely recalled the sudden explosion of wetness that came out from between her legs or how Jack had moved his clawed servos there to touch the ever sensitive region. She moaned in pleasure, moaned out his name, and was rewarded by more pleasure when Airachnid suddenly felt one of his fingers _enter_ in that area with another sudden jolt of pleasure. She was overwhelmed, unprepared for the touch, his touch, or the fact he could do that she didn't think it would be so easy for him to do it.

Airachnid was mistaken and even more so when one of his fingers touched an extremely sensitive spot that later on she would identify based on the study of human femme bodies was...the clit.

And it was here that Airachnid felt her second orgasm that eclipsed the first.

For a moment, Airachnid thought she had become one with the AllSpark, and had been blessed by Primus himself. When the moment left her, Airachnid saw Jack smirking at the femme, and it was in that instant that she felt the desire to return the favor. With a sudden burst of strength, Airachnid tackled a slightly surprised Jack so it was his turn to lie on his back, her smirking slyly at him, and kissed her lover passionately. This time, she was the one whispering sweet words into his face plating, and calling on him to bring out his appendage so the pleasure he gave to her body could be returned.

He didn't disappoint.

Jack had seen her focus on exposing her breasts by commanding her breast plating to retract so he called on his body to reveal the male appendage that allowed for sexual reproduction between him and Airachnid. At first, Jack was worried he wouldn't be large enough to meet her expectations, as he knew from some memories of her that she had high standards, but judging from the look of excitement in her optics...he had met, and possibly exceeded those expectations.

She touched him gently, his penis as humans called the organ quickly "stood at attention" from the stimulation of her touch, and Airachnid smirked when hearing her Jack growled heavily in pleasure. The fact she made him make that sound only made the satisfaction of the act grow and guided his appendage to its intended spot between her legs. It was in that moment, time froze again, they both looked into the others optics, and saw the other wanted this..._badly_! Their instincts roared to life, calling for them to merge, to become one, and not stop until they were drained of their strength.

And they did.

With a single act, the two of them became one, merged at the hip, and the sensation of it was beyond anything Airachnid could describe even now. She and Jack took it slow at first, this being their literal first in everything, the two of them wanted to get the feel for the other's body, and create total bliss with perfect synchronization.

All that could be heard echoing from the room was gasps, moans, and cries of pleasure with Airachnid riding Jack at first. She had her servos on his shoulders while one of his one on her breast and the other was grasp her aft tightly. They came as one, the feeling of the other having an orgasm ripped through their systems like lightning, the crying, and roaring of pleasure while calling out the other lover's name echoed through the entire ship.

The Insecticons didn't know what the two of them were doing despite the noises being heard, but it wasn't their place to truly know, or understand it since such things were beyond their understand. What they did know was that their two Masters were enjoying themselves at this moment together and that was enough for the hive since happy Masters meant merciful Masters should they screw up.

As for Airachnid and Jack, the two went from slow love making to all out primal lust that involved Jack taking his Queen from behind. The technorganic Spider Bot moaned, cried, and screamed out in pleasure at the sensation of being taken in such a manner. Her Jack was intent on claiming Airachnid's body for his own to be used only to be used by him and by Primus she was going to let him. How could she refuse? He was embracing his animalistic nature the glitch of a Quintesson had given or at the very least had awakened in the former human. She didn't even know what CNA Five Faces mixed with whatever animal's genetic code he had blended together to make Jack what he was now. Airachnid didn't care, as she was taken, dominated by her lover, and had loved every second of it.

And when it was over all over? When all the energy they had was spent? They collapsed on the berth that had clearly seen better days before their time spent on it. Airachnid had snuggled up to Jack while the spent technorganic male held her close before he drifted off to sleep.

'Not that I'm surprised. We just did something we've never been done before and was pure bliss all the way through. Choke on that Arcee. Jack is mine now and forever. We will pave the way for our kind with spilled energon and broken bodies of our enemies. Regardless if they belong to Decepticons...or Autobots!' thought Airachnid before she powered down into stasis while mentally reminding herself to get some energon after waking up.

Next to Airachnid, the technorganic body of one Jack Darby rippled, and the systems that had been dormant regarding weapons were coming online. His body began to stir, twitch, and move slightly though due to his recent mating with Airachnid...neither one was aware of this happening.

Deep inside of Jack's mind...a beast began to stir.

Deep inside of Jack's mind...a beast was beginning to awaken.

And when it did...both Autobot and Decepticons alike would tremble in fear.

(A/N: YAY! Another chapter done. Hope you liked it. Next up, Smokescreen enters the picture, Jack's weapons come online, and he puts them to use when its time to fight. Until next time...PEACE!)


	4. Chapter 4

Chapter 4-Free the Beast

Airachnid stirred awake in her berth after what felt like stellar cycles napping. She looked up at the tall mass of Cybertronian muscle that was her Jack slumbering underneath her own form. One of his large talon like hands, the right one in fact, was resting on her back, and was surprisingly bringing her a sense of comfort. She had never felt anything like it until now and had to silently admit...this was an enjoyable experience. An experience that Airachnid wanted to enjoy over and over again with the feelings that followed it.

To not fear the person next to you might possibly rip your Spark out from behind.

To not fear betrayal for the pursuit of power you have in the belief it can be taken from you.

To be held in an embrace that made you feel secure, safe, and above all others..._loved_!

'What a strange word. Yet it seems to fit with what has happened between us,' thought Airachnid before kissing his muscled chest and loved how he growled in pleasure from her touch.

Sadly, it was interrupted by a gentle tapping of their room's door, and Airachnid scowled at door as if to wish it would explode along with the offending Insecticon behind it. She was soon met in response to her wish being denied by _another_ gentle tap from the claw of the Insecticon behind the door, and Airachnid slowly got out of the berth with her armor back in place. Walking to the door, she opened it to reveal one of her humble Insecticons kneeling now at her feet, and Airachnid gave the warrior a "this better be good or you will become scrap!" look.

"Forgive me my Queen, but we picked up something on the ships sensors. We felt you should be made aware of it," spoke the Insecticon with Airachnid's glare lessening.

"What exactly?" asked Airachnid with the Insecticon rising from his position.

"According to brother Kickback, the ship's still operational systems have reported of a Cybertronian escape pod landing here on this planet," replied the Insecticon, as he led his Queen to the communication system terminal where Kickback, and Sharpshot were now waiting for her.

"Autobot or Decepticon?" questioned Airachnid while looking at the screen showing the pod looking more like a meteor.

"Unknown my Queen. The fire around the pod during entry makes any form of proper identification impossible. We would have to investigate first hand," replied Kickback with Airachnid nodding.

"No doubt the Autobots and Decepticons will be investigating as well through their own forces after their sensors detect the pod," said Airachnid to herself.

"We could open a Ground Bridge and swarm the area to overtake all sides my Queen," suggested Sharpshot with Airachnid sending him a glare.

"And risk our forces being damaged so quickly? Prime's forces maybe small, but they have quality over quantity, and Megatron's forces are another factor we can't yet fight the way we want," countered Airachnid with Sharpshot trembling slightly at his Queen's words.

"Forgive me my Queen. I merely wished to show the fools the might of the Insecticon hive now that we are under your command once more," replied Sharpshot with Airachnid looking at him for a moment and then at the screen.

"What we need is finesse, not brute strength to win this war. Kickback, you will take a small squad of Insecticons to the area where the pod has landed, and monitor the situation from afar. You will _NOT_ engage the Autobots or Decepticons," commanded Airachnid with the Insecticons looking shocked by this.

"You don't wish us to...engage them in battle?" asked Kickback since he wasn't expecting this.

"Not yet. When we attack as a whole, it will be on our terms, and my Jack is there beside me to join in the fighting. For now, we will let our enemies fight each other, and weaken their forces along with wasting energon," answered Airachnid with the Insecticons liking the idea since it meant their enemies would be blindsided by them when the time to strike was right.

"We shall depart immediately my Queen," replied Kickback with Airachnid using the portal Ground Bridge device and punched in the coordinates that put the scouting party near the downed pod but still kept them out of sight.

"Inform Sharpshot of your findings through the link you have with the hive. Any form of communication aside from that might be picked up by Soundwave," replied Airachnid since she knew of the special frequency only the Insecticons possessed to communicate and not even Soundwave could detect it.

An advantage in communications if there ever was one.

"Yes my Queen," said Kickback before entering the Ground Bridge with the rest of his group.

(At the Escape Pod's Location)

"There is the escape pod. Looks like it got hurt during the crash with all the energon now leaking out," whispered Arcee, as she along with the others quietly made their way to the pod, and Ratchet along with Optimus moved to examine it.

_"And it has been opened from the looks of things,"_ added Bumblebee while they looked around for the pod's occupant or occupants that maybe lingering around the area while keeping an eye out for Decepticons that could be in the area.

"Autobot?" questioned Ratchet hopefully with Optimus moving some dirt away to reveal the symbol on who it belonged to.

"Decepticon," replied Optimus with everyone in the group going on edge.

"Scrap," whispered Arcee since she was hoping for another Autobot.

They just couldn't get a break.

"Decepticons!" exclaimed Ratchet, as they were suddenly attacked by Vehicons, and now returning fire.

"How can this many Decepticons come out from a single pod?" questioned Arcee, as she returned fire, and dodging it at the same time.

"Humans refer to the phenomenon as a 'clown car!'" answered Ratchet, as he along with the others had to take cover behind some rocks, and the Decepticons now pressed their advantage.

"Down in front you two!" exclaimed a new figure charging toward Arcee and Bumblebee before jumping over them before firing at the Decepticons in a sudden surprise assault.

From a distance on a small cliff filled with trees, the Insecticons watched with glee at seeing their Queen's enemies fighting each other, and were hoping the Autobots would fall so they could focus entirely on Megatron. Their amusement was cut short when an unknown Cybertronian came charging from the Autobot side and assisted Prime's forces in fighting off the Decepticons.

Meaning the pod's occupant was an Autobot.

"Should we leave now brother Kickback?" questioned an Insecticon behind Kickback.

"Not yet. Let us watch and see the end of the fight," commanded Kickback, as he saw the new Autobot dance around firing, and accidentally hit one the leaking energon lines from the pod to create the explosion that wiped out the Decepticons.

"To hot for you Cons," taunted the figure while happy at seeing his handiwork while accidental had produced..._explosive results_.

"Such arrogance. We should destroy them now when they least expect it," remarked one of the Insecticons before being backhanded by Kickback.

"Our Queen's orders were explicit! We will watch and learn what we can from this turn of events," commanded Kickback with the Insecticon he hit bowing slightly.

"The name's Smokescreen and it is truly an honor to meet you Optimus," stated the now named Smokescreen with Arcee narrowing her optics at him.

"I see you have the symbol for the Autobot Elite Guard?" questioned Optimus with the Insecticons refocusing on conversation the Autobots were having with the newcomer.

"Yeah. It was more of boot camp more then anything. Didn't even get a proper graduation ceremony send off," whined Smokescreen with Arcee disliking him even further.

"Yeah well there _was_ a war going on Cybertron at the time," remarked Arcee since it was clear to her that this Autobot was only interested in making a name for himself.

As they talked about Smokescreen's position during the war, the Insecticons listened with great interest on how this newcomer had been at Iakon, being the loyal bodyguard of one Alpha Trion: Master Archivist, and mentor to Orion Pax himself before becoming one to Optimus Prime. Smokescreen admitted that he had no idea where Alpha Trion was or if he even survived the attack on Iakon when it fell during the Decepticons attack on the building. But he did convey to Optimus that Alpha Trion was good teacher and was one on the Council to nominate him for becoming the next Prime.

It was that last piece of information regarding Alpha Trion's history with the Prime that convinced Optimus they could trust this new recruit. Such information was not known by many back on Cybertron, except for other members of the Council before its fall, and they were all dead.

"Just like that? From that little bit of information?" questioned Arcee with Optimus now looking at her.

"If Alpha Trion entrusted that piece of information to Smokescreen, it means that he can indeed be trusted, and is one of us," replied Optimus before calling for a Ground Bridge to let them into the base.

"We must report this to Queen Airachnid immediately!" commanded Kickback before he got in contact with Sharpshot through their link to the hive and a Ground Bridge opened for them to enter.

(Autobot Outpost Omega-1)

"So this is where you guys have been working to fight the Decepticons. It seems to be a bit..._cramped_!" remarked Smokescreen with the sight of so many humans running around and wondered how many had been accidentally crushed underfoot.

"Its not usually like this with so many among the human population here, but our base has just been recently compromised by a rogue Decepticon, who escaped our custody, and forced us to relocate to a new base," replied Ratchet while trying to mind his own footing to ensure he didn't crush someone.

"Really? Which Decepticon?" asked Smokescreen with the group going silent for a brief moment.

"Airachnid. I take it even you have heard of her?" questioned Arcee with Smokescreen's optics going wide.

"Airachnid? Here?! Oh man, I've heard so many stories about that twisted femme during my time at Iakon. Alpha Trion even mentioned her, but when he spoke about Airachnid, his voice would go slightly soft, and his optics held a sense of...well pity! It was like he pitied what she had become during the war. Kind of baffling considering she is a Con and did all sorts of damage to anyone that ever got in her way," answered Smokescreen while Arcee's optics flashed with anger.

"Yeah well she got in my way and cost me two partners," replied Arcee bitterly in a cold tone and began walking away.

"Arcee, you must have hope that Jack can be saved from Airachnid's influence," stated Optimus with Arcee stopping for a moment.

"Hope won't bring back Tailgate. Hope won't bring back Jack or cure him Optimus. The only thing I can do from this point on...is fight!" replied Arcee before she walked off with a confused looking Smokescreen look at her.

"She lost two partners by Airachnid's servos?" asked Smokescreen with Optimus Prime nodding.

"Technically its one while the other has been..._converted_ into something else," replied a somber Ratchet while not wishing to go further in detail.

"Converted?" questioned Smokescreen with Optimus shaking his head.

"Another time Smokescreen and without the ears of others around us that aren't meant to hear this," replied Optimus before walking over to the human living area where June was sitting with Agent Fowler.

"New recruit?" asked June with a forced smile.

"Yes. Though I'm confident he will be a good addition to our ranks," answered Optimus while Fowler looked at the new Autobot with a military eye.

"Are you sure Prime? I've seen how your Bots and other military soldiers walk. This new guy doesn't have that walk. Its like he hasn't seen any action. And that look in his optics tells me he's got a cocky swag about him that could get you into a lot of trouble in the future if you don't nip it in the bud," stated Fowler with Optimus scowling.

"It is true that Smokescreen saw little to nothing of the many battles during the war for Cybertron, his skills are enough that he was able to become a member of the Autobot Elite Guard, and watched over my mentor Alpha Trion. As it stands, we need all the help we can get in fighting Megatron, and eventually combating Airachnid in order to bring Jack back to our side," replied Optimus with Fowler nodding.

"If you say so Prime, but take it from a guy like me who knows from experience when it comes to dealing with hotshot rookie soldiers fresh from training. You get the new guy to know the score and scare the cocky brash attitude he has right out of him. If you don't do that soon Prime, I can guarantee you right now it will come back to bite you, and it won't be pleasant," stated Fowler with Optimus nodding in agreement.

"I understand Agent Fowler. Believe me I do. Smokescreen will earn his right to be here I assure you," replied Optimus before returning to his duties.

"So our job is to protect these organic life forms, these human beings as they are called, from the Decepticons, and Megatron?" questioned Smokescreen skeptically.

"That's about it. They've been able to help us blend in and provided our small group with this base that has shielded us from Decepticon detection," answered Ratchet before going to the computer console he had to work with and was in the process of transferring files for the departure to the new base.

(With Jack)

Jack stirred in his slumber, the dream he was in was intense, as his weapon systems, and T-Cog used for transforming into an alt mode were coming online. As this was happening to him, his body physically began to change along his right arm, his hands, legs, feet, and other areas of his body. The wrist on his right arm leading up near his elbow seemed to swell, if he was awake, Jack would have felt his hands burning slightly, like multiple tiny hot needles had stabbed his palms, and making multiple tiny holes. As for the rest of the body itself, jagged bone like structures came out at the legs, the arms, and even along the head region.

In his mind, the former human turned Cybertronian was meeting the beast within him for the first time, and it was a sight to behold for young warrior.

"Who are you?" asked Jack while staring at the creature in the darkness looking at him with one blue and one red optic.

_**"I am you. I am your inner beast,"**_ replied the creature while watching Jack.

"Inner beast? What do you mean? I don't understand," questioned Jack with the creature letting out a growl.

_**"Not surprising. You have only been a Cybertronian for a short while. You are unique. WE are unique,"**_ replied the creature with Jack narrowing his optics at the beast while trying to gauge him before they widened.

"You're not just my inner beast. You're my inner desire! You're...You're what my T-Cog will recognize as my alt mode. You're what I'll turn into when I transform," stated Jack with the beast in the shadows nodding and letting out a chuckle.

_**"Correct!"**_ replied the beast.

"Why are we like this? Why are we acting like we are two different minds?" questioned Jack with the beast sighing.

_**"Because we are two different minds Jack. At least for now. You're changing. Your systems are coming fully online and that includes me. But before you can embrace my own form, you must come to terms with yourself, and what you want in life,"**_ replied the beast with Jack narrowing his optics at him.

"So in order for me to become one with you again, I have to come to terms with myself, and what I want in life? But I already do!" challenged Jack with a the beast chuckling again.

_**"You would think that, but deep down you are not sure,"**_ replied the beast with Jack letting out a growl of anger.

"I know what I want! I want to be with Airachnid!. I want to form a family with her! To forge an Empire with my Queen with our kind having our corner of the Galaxy to call our own!" exclaimed Jack passionately with the beast laughing further.

_**"And what about the Autobots? Do you really want to forsake them? Surely you know that the memories you have lost were not **__**ALL**__** bad, right?"**_ questioned the creature with Jack frowning.

"Perhaps, but I won't doubt myself now. Airachnid's enemies are my enemies and until that changes I will fight the Autobots with all being. The same for the Decepticons and Megatron," declared Jack with the beast nodding.

_**"Very good. Doubt is a powerful weakness and weapon that can be used against you by your enemies,"**_ replied the beast with Jack walking toward the creature.

"I want to embrace you as my alt mode, but I don't know what you look like in all of this darkness. Show yourself to me! Reveal your form to me so we can become one again!" commanded Jack with the beast letting out a bolstering laugh at his words and some of the darkness was receding to reveal itself to him with Jack gasping slightly in shock.

_This_ was his alt mode?

_**"Impressed?"**_ questioned the beast with Jack looking him over.

Before grinning.

"Very!" answered Jack and the beast laughter increased.

_**"Good to know. Now wake up Jack. We have work to do,"**_ replied the creature with Jack nodding since there was no rest for the wicked.

And his alt mode was _VERY _wicked.

(Outside the Room)

Airachnid grew concerned for Jack when he had yet to come out of their room. Surely their time together didn't drain him _that_ much, right? Then again, her Jack was a young Cybertronian, new processor, a Spark chamber, and he had yet to activate some of his various systems. Still, it didn't fully explain the reason for him resting so long after their intimate encounter, and wondered if they had engaged in their intimacy too soon. She hoped not and was now outside the door to their shared room, about to enter, and check on her Jack to see if he was okay.

Before a sudden violent roar from behind the door shook the entire ship and scared the ever living scrap right out of her body. The loud sound of movement came with what appeared to be thrashing, smashing, and metallic fists hitting Cybertronian metal hull plating. Several Insecticons came running to the area, fearing some kind of attacker had gotten into the base without their knowing, and was targeting one of their Masters. When they saw Airachnid looking at the door, they realized that whatever was behind the door with their chosen King was something truly fearsome.

"We must aid Jack my Queen," said one Insecticon with Airachnid staring at the room in thought or like she was sensing something.

"No," replied Airachnid at last while the Insecticons looked at her in shock.

"But my Queen, your consort is fighting an unknown foe!" protested Sharpshot, as he saw Airachnid smirk, and turned to look at him.

"Wrong. My Jack isn't fighting an enemy inside that room. He's awakening his power," replied Airachnid with a smile appearing on her face.

"His inner power?" asked Sharpshot with Airachnid nodding before silence fell over the room beyond the doors.

And when they opened, Airachnid's optics widened at the sight of her Jack in her newly changed form clearly meant for battle.

"Sorry I worried you with all the noises I made in there. My unique T-Cog awakened with the chosen animal that represents me in an alt mode. I am now fully awakened," stated Jack with an animalistic tone to his voice that was much deeper then usual.

It was intoxicating to Airachnid.

"And what is your new form my Jack?" asked Airachnid curiously while running a finger along his chest.

"Its a surprise my Airachnid and I can't show you here. The space we're in is too small, but I can show you my weapon systems," answered Jack with Airachnid pouting at him for not sharing.

Of course that was before she showed surprise when he revealed his blade that came out of his wrist that was just like Megatron's weapon of choice, but the sword itself was slightly longer, and had a serrated edge on both sides. As for possible blasters for long range shooting, Jack showed his Queen that his palms could fire energy blasts not unlike her, _except_ they didn't fire the usual energy blast, but rather he could generate a ball of energy in the palm of each hand that looked like it would come from a thermonuclear cannon, and exploded violently upon impact.

"Most impressive Jack, but I do hope to see your alt mode soon. I don't like being made to wait," replied Airachnid with Jack letting out a chuckle.

"You won't have to wait long my dear. How are we on kidnapping a medic?" replied Jack with Airachnid sighing.

"Not well. The Autobots only let theirs come out to play because he might have been needed regarding an escape pod that crashed on this planet recently. It turns out they got someone fresh out of the Academy for the Autobot Elite Guard," replied Airachnid sadly with Jack frowning angrily when hearing this.

"Yes. I do recall some images of the Autobot Medic. He liked staying at the Autobot base more then being out in the field. We may have to do something creative to draw him out," said Jack with Airachnid nodding since both the Autobots and Decepticons coveted their Medics knowing they were rare to have in this war.

"The same can be said for the Decepticon's Medic, Knock Out. Megatron won't send him on any mission and with his assistant slain by my hands...," added Airachnid and saw her Jack nod in understanding.

"We need to find a way to draw them out into the open. In the mean time, let's access the human's Internet to see what unique things they might unknowingly have that we can use," said Jack before offering his hand to Airachnid and she took it while looking at him curiously.

"Why would you want to use that primitive thing?" asked Airachnid while Jack smirked at her.

"You would be amazed what interesting things a human finds and post on it. Besides, something tells me this new guy will give himself away all too soon, and get his picture displayed there soon enough before someone I know deletes it," answered Jack with a chuckle leaving his mouth.

"So you remember more about your time before becoming what you are now," stated Airachnid with Jack smiling at her.

"A bit more yes. Not much though. More images and fragments. Still, I chose my side, and I will not leave you for anything," replied Jack before kissing Airachnid's hand and saw her optics glow warmly up at him with lust hidden behind them.

"A quick search and then to the berth again. I want you to take me in your body's now fully awakened state," demanded Airachnid hungrily while Jack smirked at her.

"We'll see. Though you better pray to Primus we don't find anything my dear because chances are if we can find it...so can our enemies," replied Jack with Airachnid scowling at him even though he was right.

She _really_ wanted to be intimate with him again.

(The Harbinger-With Starscream)

"Vast amount of data on this primitive information network and _this_ is what the humans have put on in it? This is their 'information superhighway' they love to use so much? Its disgusting and yet...not entirely unpleasant," remarked Starscream while shifting through images and stopped for a moment to see a dancing monkey banging together a musical instrument while screeching.

He had been trying to find other relics left on this planet after learning about them from his encounter with Dreadwing in the Arctic and the Apex Armor that was uncovered by the humans during an excavation. While Starscream still believed humans to be a frail and weak species, they did have the home field advantage, had superior numbers, and some of them were actually intelligent enough to figure out how to take down something much bigger then them.

The leader of M.E.C.H. reminded Starscream of Megatron and the glare the human gave during their temporary partnership only enforced it further.

Hence why he was looking through the human's "World Wide Web" for anything that the species of organic life may have found in terms of Cybertronian artifacts they may have uncovered without realizing it. They had already done it with the Energon Harvester and recently with the Apex Armor so why not try for a third relic using the very thing they had?

Besides, Starscream couldn't really risk patching himself into Megatron's Warship using the Harbinger's own connection to it and using the Decepticon's own database that was on the _Nemesis_. Using this terminal to do that would ensure Soundwave detected him, and Megatron would make sure he was pounded into scrap.

"What is this? Is that..._red _energon? There is actually something as rare as _that_ here? On this wretched planet?!" exclaimed Starscream, as he saw the image of red energon being excavated by humans, and was no doubt going to be transported soon.

If Starscream got a hold of that rare crystal and refined it for use...he could achieve the temporary ability to move at incredibly fast. So fast that everyone around him in theory was said to go in slow motion and wouldn't be able to catch his movements until it was too late. It was all in theory though, as red energon was rare, it being refined for usage was rarer, and the test subjects that volunteered for the speed testing...the stress from moving at such speed for too long a time would result in their body parts falling off their body. Still, the contents he could refine the amount found, if it was to scale could produce the needed liquid to bring about such intense speed if the intake was small, and precise enough once refined for ingesting.

Again, it was all in theory, but a sound theory, and something he would be foolish not to test out on himself.

(With Jack and Airachnid-Sometime Later)

"You're sure?" asked Airachnid while she saw him access the human's Internet and began his search through anything of interest if not possibly _alien_ origin.

"Positive my dear. One of the memories I have is of a device Optimus called an Energon Harvester being in a museum that humans tend to visit. They had it there after digging it up and no one on Team Prime knew about the device until it became an issue on whether the Decepticons might possibly find it for their own usage," answered Jack, as he grinned at Airachnid before looking through more pictures, but stopped at the dancing monkey playing, and frowned at it for moment.

"Something like that amuses you?" questioned Airachnid with Jack shaking his head.

"No. But I think Raf just used his skills to remove another picture of the Autobots to keep their existence a secret from the rest of the world. This seems like his handiwork to me. Meaning if he's snooping around this general area of websites, chances are there are other sites that have something of intrigue, and would interest our enemies," answered Jack, as he looked at a few more, and stopped at the picture showing energon being dug up with the color not being the usual blue the energy source was known for.

It was red.

"Is that...red energon?" asked Airachnid while seeing what he was seeing.

"Red energon? You make it sound like its extremely rare," replied Jack with Airachnid nodding yes.

"It _IS_ rare my Jack. Its almost as rare if not _rarer_ then dark energon. If refined properly, it can grant the user incredible speed beyond measure, and could be useful if we want to capture ourselves a Medic from either side," answered Airachnid while Jack grinned at her.

"The red energon was dug up and has been transported to the U.S. and will no doubt still be at the docks if the Autobots know if it. We have to hurry. This is the location of the red energon is now," replied Jack while showing the coordinates on the screen, which Airachnid punched into the portable Ground Bridge device, and opened up a swirling vortex of light.

"Sharpshot, you along with ten other Insecticons are to come with us. Kickback, I want inventory check of all energon we have, and are currently gathering when we return. I have been neglectful of my duties in making sure everyone in the Insecticon hive has enough to call their own. Also, check on Hardshell's condition, and see to it he gets his needed energon intake to keep him functioning," commanded Jack with Kickback and Sharpshot nodding before they carried out their respected duties.

When they exited the portal, Jack along with Airachnid saw the shipping area was filled with metal shipping containers, but no one manning them, and that meant the humans in this area were told to evacuate. Meaning Optimus Prime knew of the red energon and had Agent Fowler make a call to make them leave the area before the Autobots came through their own Ground Bridge.

It also meant time was short.

"There it is my Jack. All packaged and ready to go," stated Airachnid sweetly like she had just gotten a gift all wrapped up in a black box with a pretty purplish pink lined bow.

"Good. It makes our job easier. Sharpshot, take three of the Insecticons over to the red energon, and bring it to us in its container. The rest of you will take up hiding in key defensive positions around us because I think we are most likely going to get some very uninvited guests real soon," commanded Jack with the Insecticons obeying his command and set out to do their assigned tasks.

"Paranoid much?" inquired Airachnid though she knew he was playing it smart.

"Maybe, but can you really blame me with our individual track records when it come to things not going according to plan?" questioned Jack with Airachnid smirking at him.

"Good point," replied Airachnid, as she kissed him on the lips, and loved the taste of him that seemed to now possess that hungry _kick_ to it.

Sure enough, the a Ground Bridge opened to reveal Optimus Prime, Bumblebee, and Arcee with their weapons ready to fire. When they saw Jack standing beside Airachnid along with a few Insecticons putting the crate of red energon down on the ground, it was clear the members of Team Prime were shocked, and wondering how this new side to the war had known about the red energon. As for Jack and Airachnid, they saw the trio of Autobots walking towards them cautious with blasters at the ready.

"Hello Optimus. How have you been? Recruited anyone new lately to your ranks?" asked Jack in a casual manner, but there was enough of a tone in his voice that Optimus became very suspicious, and it was clear after the slight surprise in the Prime's optics left.

'He knows. But how?' thought Arcee while glaring at a smirking Airachnid.

"Don't be so surprised Optimus. Insecticons aren't just the mere brutes you and Megatron take them for. Jack and I have actually been encouraging them to use their brains more and teach them how to think before acting. Given their recent success, I would wager the training, and strategy to use them in such a manner is quite effective," stated Airachnid with her smirk growing.

"They were spying on us while we were fighting Decepticons where the escape pod fell," said Arcee with Airachnid's smirk growing.

"Of course. Why send my troops to fight a battle that doesn't need to be fought by them? They gathered necessary Intel on your newest recruit and what happened to him prior to his arrival here," replied Jack with Optimus narrowing his optics at him.

"Well played Jack, but you still have much to learn in being a leader," countered Optimus with Jack smirking at him

"I'm a fast learner Optimus," Jack shot back, but frowned when a Ground Bridge opened up, and revealed...Starscream?

What the scrap was he doing here?

"Well isn't this a surprise. Autobots, Airachnid, the Insecticons, and whatever that _thing_ standing next to that wretch is all here for a fight," taunted Starscream while Optimus, Arcee, and Bumblebee now aiming their guns at the rouge Decepticon.

"Starscream," whispered Airachnid angrily while Jack frowned at the Decepticon and the urge to just punch the scrap out of the Cons face was suddenly felt.

"Careful my sweet Airachnid. He's acting confident. _Too_ confident actually. Its clear he's got trick up his sleeve. One that he believes cannot be stopped by all of us here combined if we tried," whispered Jack while mentally commanding the Insecticons in hiding to stay hidden.

"He's bluffing my Jack. The fool no longer is in the service of Megatron. Starscream is all alone," countered Airachnid confidently, but deep inside a part of her was just as cautious as Jack, and watched the Seeker walk toward the Autobots.

"I've come for the red energon. If you would be so kind as to lower your weapons and walk away while I claim my prize...I would consider showing mercy to all of you in exchange for your act of _submission_," said Starscream and heard Jack growl loudly at the word submission.

"How about I shove my fist up your aft, interface with your body's internal systems, and turn you into the first Cybertronian puppet?" countered Jack with Starscream narrowing his optics at him, as if trying to recognize his voice, or if he had known him from some past event.

"Don't bother using what limited memory you have in your processor Starscream. You wouldn't recognize my partner here from any previous engagements," said Airachnid while seeing Arcee looking furious at her.

"Watch your tongue insect or I will crush you like the insignificant wretch we all know you to be in life," stated Starscream while Jack narrowed his optics at him and clenched his servos into fists.

"You are the wretch Starscream. Every second I stare at your pathetic form, the desire to smash it into scrap grows stronger, and I am so tempted to give into that desire right now if not for the red energon in our possession," replied Jack while the Insecticons holding the cargo moved back further away from him and Airachnid per his silent command so there wasn't a chance of it being hit by potential enemy fire.

"Bold words coming a nobody. You look like a crude combination of Optimus Prime and Megatron sewn together. Your appearance is just as disgusting as Airachnid's while I find its fitting that wretches of similar feathers should flock together...I would rather not have to risk outputting my body's energon anytime soon from the mere sight of you," commented Starscream with Jack's patience on the matter getting thin.

"I have a better way of making you spill all your energon. By me slicing you open with _this_!" exclaimed Jack with his sword shooting out from the wrist of his right arm that made the Autobots look at it in surprise.

"So the new guy has some form of bite to back up his bark. No matter. I'll see your blade and raise you with armor. The _Apex_ _Armor_ that is," replied Starscream before pulling it out and activating it while laughing his egotistic filled laugh.

"How did he get that?" asked Airachnid with Jack narrowing his optics at Starscream.

"I don't know my dear. He must have acquired it during the hunt for other relics. Just how powerful is the Apex Armor?" asked Jack with Airachnid looking worried at this point.

"It is an ancient relic of a Primes my Jack. The Apex Armor is said to be indestructible and any who use it are considered to be invincible," answered Airachnid with Jack letting a snarl appear on his face.

"We'll see about that. Everything has a weakness. A Prime would never make something like that and _NOT_ put in some kind of weakness into the design to stop it. Be ready to use our portable Ground Bridge device to get the Insecticons with the crate holding the red energon out of here," ordered Jack with Airachnid looking at him with worry.

"And leave you here? Alone? Against them? Never!" protested Airachnid, as she wasn't about to let Jack fight alone, and saw him smirk at her.

"Have faith in me my love. I won't be alone in this. Now our Insecticons!" called out Jack with the Insecticons in hiding now appearing from their hidings spots and letting out their infamous war cry.

"Jack brought more Insecticons with him then the four behind him," stated Arcee while seeing some were on various shipping crates and others appearing from the shadows of other shipping containers at their level.

"You really didn't think I would simply bring a few Insecticons knowing Autobots and Decepticons could possibly come along to take the red energon?" questioned Jack with a grin on his face.

"Jack, we do not have to fight. Right now, we have a common enemy in Starscream, and his usage of the Apex Armor. Not to mention his own sinister plans for the red energon if he were to get a hold of it," said Optimus with Jack thinking it over.

"That's very true. Okay Optimus, I'll support you in fighting Starscream, but my price is steep, and its in the form of that red energon being taken back to _our_ base," stated Jack with Airachnid smirking at the Autobots.

"You would set a price for helping us?" demanded Arcee with Jack growling at her.

"I'm putting my life and Airachnid's life on the line helping you fight Starscream's Apex Armored form. So are my Insecticons if they join the battle against him. I will not risk the lives of my forces and my Queen unless there is some form of reward that is worth the risk!" exclaimed Jack while Arcee flinched slightly at his raised voice.

"Please! Even if Megatron and Dreadwing were here to aid you all in combat, this armor cannot be stopped, and since I am wearing it..._I_ cannot be stopped," stated Starscream before he charged towards the Autobots to knock them down and then move to take the red energon.

Knocking both Arcee and Bumblebee away with ease, Starscream collided with Optimus Prime, pushing the leader of the Autobots back before throwing him right into a shipping container. Jack, seeing his opportunity to fight Starscream, charged the rogue Con, and decided to see if this Apex Armor was indeed indestructible as was claimed by those that knew of it. Unfortunately, his sword did little in terms of hurting the armor, and didn't even scratch the metallic monstrosity much to Jack's shock. Starscream himself simply laughed arrogantly, grabbed Jack's arm, and slammed him into the nearest shipping container before smashing his fist into the former human's face. Airachnid, not wanting to see her Jack hurt, leaped into the fray, letting out a shrieking war cry, and landed on top of the slightly surprised Starscream while slashing at the joints of the armor in the hopes one of her legs would somehow make a hole that could be exploited.

"Get off my Jack you worthless scrap!" exclaimed Airachnid, as she scratched, stabbed, shrieked, and spit acidic venom on the armor.

"You dare attack me? Impudent wretch!" said an angry Starscream, as he diverted his attention from punching Jack to grabbing one of Airachnid's limbs, and viciously threw her aside with a large body indentation on the shipping container she hit.

With a roar of rage at the sight of his Queen being hurt, Jack raised his right leg, and launched a forward kick Starscream with all the strength he had with the rogue Con gasping in surprise at the impact of the hit. While the hit had not damaged the armor, the blow did cause Starscream to let go of Jack, and stumble a bit from the impact. Before the rogue Con could fully stabilize his footing on the ground beneath him, Jack quickly tackled Starscream into a shipping container, and began punching the Apex Armor where he could see the arrogant Seeker's face was protected by supposedly indestructible glass. While the punches themselves didn't break the seemingly impenetrable glass, the force behind it did cause Starscream to become slightly disorientated, but was able to regain his line of sight, and stopped one of the hits from successfully hitting him.

"The Apex Armor won't save you Starscream. Everything has a weakness and something made by a Prime is no exception!" stated Jack with Starscream sneering at him.

"I don't need this armor to defeat a rookie Cybertronian abomination like you or whatever Airachnid has become since our last confrontation," countered Starscream, as he held both of Jack's wrists over their head, and slammed the technorganic male into the very shipping container he had be tackled into.

"If that were true, you wouldn't have used it right off the bat. Face it Starscream, without the Apex Armor, you are nothing more then pile of scrap! Hell, you're _lower_ then scrap. You're not even worth the interest of _Scraplets_!" Jack fired back with Starscream looking insulted by his words.

"I'm going to enjoy ripping your limbs off and then handing them to Airachnid before I take her head off to mount on my wall," replied Starscream with while squeezing Jack's arms painfully at the wrists.

"That's going to be pretty hard to do when you can't see anything in front of your face!" exclaimed Jack, as he channeled energy into both hands, much to the surprise of the Con hurting him, and the energy in both hands merged before exploding in a bright light not unlike that of a solar flare.

"AHHHHHH! MY OPTICS! MY OPTICS! IT BURNS!" yelled Starscream, as he let go of Jack, and tried to grab his face, but couldn't due to the Apex Armor's own protective glass.

The Autobots quickly shielded their optics at the last second, but even they were partially blinded for a moment, and couldn't see straight for a few seconds. The Insecticons had been prepared due to their link with Jack and had even commanded one to move its body to shield Airachnid fully from the blinding light he created. As for Jack, he tackled the rogue Con yet again, only he didn't stop upon slamming Starscream into just _one_ of the shipping containers piled around them, and proceeded to slam the rogue Con through multiple before sending the Seeker into the ground. Looking around him, Jack saw they were near the water, then he looked down at Starscream, and after a moment got a wicked idea.

"Insecticons! Work together in picking up those shipping containers and throw it in my direction. Aim for Starscream!" commanded Jack with the Insecticons not guarding the red energon and the one watching over Airachnid to look at each other in shock.

"Did he just say what I think he just said?" asked Arcee with Bumblebee shrugging while they winced from their optics still seeing blurs in their line of vision.

"But my King, you will be in our line of fire, and possibly be hit. We don't wish to harm you with our projectiles," protested one of the Insecticon.

"Just do it!" commanded Jack with the Insecticon.

"Yes, your Majesty!" replied the Insecticons, as the Insecticons went into pairs, lifting a container closest to them before throwing each one to the area where Jack, and a downed Starscream were residing.

"Move Jack!" commanded Airachnid, as she saw the shipping containers getting closer, and worried he had somehow lost his mental processor.

With a grin on his face, Jack did just that, and dove the ground opposite of where the flying projectiles were going to land. Starscream himself still couldn't see properly from the damage done to his red optics and was surprised by the sudden hit to his body by the multiple containers that sent him right into the water.

"And _that_ everyone, is the weakness of the Apex Armor," stated Jack with a grin on his face before walking over to Airachnid and held her close.

_"Wow! That was impressive,"_ said Bumblebee before being elbowed in the gut by Arcee currently scowling at the couple in front of her.

"How did you know Starscream wasn't going to disengage the Apex Armor and fly away after being knocked into the water?" asked Airachnid curiously.

"I didn't. Though I suspected the fool couldn't fly since he didn't transform into his alt mode after arriving here by Ground Bridge and his immediate use of the Apex Armor. The weakness of the armor itself is that it requires solid ground to stand on because of its weight and power enhancing strength it needs to be used properly," answered Jack with Airachnid holding onto him tightly.

"Both brains and brawn. A deadly combination to have my Jack," purred Airachnid with Jack letting out a chuckle.

"I have to be at my best if I'm going to give you an Empire my dear Airachnid and you deserve to have only the best," replied Jack, as he moved in to kiss her, but stopped when he turned his head to glare at the Autobots walking toward them, and disliked the idea of them seeing their intimate moment.

"You fought well Jackson. Well done," said Optimus while wanting to get closer to the former human, but he along with Arcee, and Bumblebee were blocked off by the now sudden wall of Insecticons getting ready to defend their Masters.

"Complimenting me will not change things Optimus. There can be no peace between us. Not as long as you, Arcee, and the other Autobots have Airachnid on your Most Wanted List," replied Jack with his blade at the ready.

"How can you defend her? After all the lives she's taken? One of my partners already fell at her servos. She nearly killed you once and teamed up with M.E.C.H. to get her revenge against both of us!" exclaimed Arcee while Airachnid hissed at her, but Jack calmed her down, and stared into the blue femme's optics with his own.

"You make it sound like I should care about her past actions against you. Against the old me. I honestly don't," replied Jack with Arcee's optics widening in shock and horror.

"Jack, there is still time to return to us. If Airachnid can promise us that she will not harm another innocent human or Autobot again...we will not punish her for past deeds," replied Optimus with Arcee looking at him in surprise and it was clear to Jack that she was not expecting it.

"Optimus, you can't be serious? Airachnid can't be trusted! Jack can't...," protested Arcee, but stopped herself from saying more, and heard Jack growl at her.

"Jack what? Jack can't be trusted? Is that what you were going to say?" questioned Jack with Arcee not replying and looked away.

"Jack, we do wish for you to return with us. Please believe me when I say the Autobots are not your enemy," replied Optimus with Jack looking at him with optics filled with a bit of uncertainty given how most of his past life's memories were lost to him.

"Don't trust him my Jack. The word of a Prime means little to nothing. He or one of the other Autobots will betray us," whispered Airachnid while seeing Jack narrowing his optics at Optimus while weighing her words against the Prime's own.

"Jack I am...," started Optimus, but was interrupted when a Ground Bride opened up and Smokescreen came flying out, arm blasters at the ready, and fired quickly at Jack while the technorganic Cybertronian snarled while shielding Airachnid from the attack.

"Look out below!" exclaimed Smokescreen, as he double kicked an Insecticon, and firing on several others.

"Sharpshot! Take to the air and move the cargo back. Don't let the Autobot damage the crate or take the red energon from you!" commanded Jack seeing Smokescreen literally going through several of the Insecticons and noticed the device on his wrist.

"Smokescreen stop your attack!" commanded Optimus, but the damage had already done, and it was clear when he saw Jack's optics filled with betrayal.

"So that's how it is Optimus. You talk to me about their being peace and friendship with the Autobots, but in reality you would deceive like Megatron long enough for your new subordinate to earn his stripes by sneak attacking when our guard is slightly down. Well I won't be deceived again!" exclaimed Jack angrily, as he charged forward, and tackled the hesitant Prime, and moved to run his blade through when Bumblebee knocked him off with a shoulder tackle.

"You'll pay for betraying Jack's friendship Arcee," stated Airachnid, as she let her limbs got ready to strike, and the blue femme was in her own fighting stance.

"What are you talking about? Jack was my friend. My partner! Like Tailgate!" protested Arcee with Airachnid scoffing before charging the blue femme with the two exchanging blows.

"Please! You're still singing that same old tune? Tailgate this! Cliffjumper that! All you do is complain about the past, but never once look to what you had in the present until it was taken away," stated Airachnid, as she blocked a strike by Arcee, dodged another, and double kicked the blue femme right in the torso with enough force to send her bouncing backwards.

"They were taken away by you and the other Decepticons," Arcee shot back with venom in her optics.

"So what? I don't care about your dead partners of the past. The only individual that truly matters to me is my Jack. The very same Jack you took for granted all this time. What was it you said to him? 'You are not my partner. You are a liability!' I may not have been able to see his face at the time, but I'm pretty sure Jack's feelings were really hurt when you said that to him. But let's face it Arcee, he was never your partner, or a friend to you in any respect. Jack was a burden in your mind. You only tolerated him because of the order by Optimus. We both know you would _never_ take a human partner unless the Prime gave such a command," taunted Airachnid with Arcee glaring at her.

"That's not true! I cared about Jack. I still do!" exclaimed Arcee with Airachnid smirking at her.

"Come now Arcee, who are you truly trying to convince here. Me? Or yourself? I think we both know the answer," replied Airachnid while Arcee let out a war cry and charged the Spider Bot with the technorganic Cybertronian did the same.

Bumblebee was currently having his hands full, as he was fighting several Insecticons at once, and barely holding his own. It was only due to his speed, agility, and experience in fighting multiple foes at once did he stay ahead of them all. Insecticons were bulky and their size was not a strength in such confining spaces, but Bumblebee also knew that one slip up could mean the end for him, and that wouldn't be good at all.

As for Jack, he was currently fighting Optimus after several Insecticons moved to engage Bumblebee after the Scout attacked their King, and the others engaged the new Autobot recruit. Optimus and Jack exchanged sword attacks, clashing violently against the other, and it could go either way. On one hand, Optimus had experience from years of fighting, and the skill to back it up. Jack had savagery, passion, and desire to with a think on your feet type of fighting that made it hard to predict his movements regardless of experience. The two seemed to be equally matched in strength, as they tried to push the other back while looking into the other's optics, and neither intended to give ground.

"Do you take me for a fool Optimus? Is that it?! You think because I'm new to this that I will be naive enough to be tricked and fall into one of your traps?" demanded Jack while he stared right into Optimus's optics.

"No. This wasn't a trap Jack. Its a misunderstanding," replied Optimus while Jack just snarled at him.

"Misunderstanding? You went back on your deal with me when that new recruit joined us here Optimus. He shot at me. He shot at Airachnid. He is shooting at my Insecticons and showboating in the process!" countered Jack with Optimus flinching slightly.

"Jack I am sor...," said Optimus, but had to lean his head back when Jack actually tried to lean forward to bite at his face despite the guard protecting it.

"Enough! Enough of your lies! Its time to end this fight," stated Jack furiously, as he had finally knocked Optimus's bladed arm away, grabbed the surprised Prime by the top of his upper frame, and threw the leader of the Autobots right at Smokescreen with a show of incredible strength.

But rather then follow up with the expected attack...he just stood there.

"Is this all you've got Insecti-AAAH!" exclaimed Smokescreen, as he had turned off the Phase Shifter, which was "borrowed" from the base, and was suddenly hit by his idol that was Optimus Prime.

"Airachnid! Insecticons! We are leaving!" commanded Jack much to the overall shock of everyone fighting.

"What? Why?" asked Airachnid, as she had just webbed Arcee, and had the blue femme right where she wanted her.

"We have the red energon my Queen. That was the main objective of our mission when arriving here. Any further fighting from here on out is a waste of time and energon. The longer we stay here fighting the Autobots, the greater the risk of us losing our cargo, and I am not about to lose it just to satisfy my bloodlust," said Jack with Airachnid nodding, but she still shot Arcee a cruel smirk, and walked away from her scowling opponent.

"Consider yourself lucky Arcee. The next time we meet...I will rip out your Spark," said Airachnid before she approached Jack and pulled out the portable Ground Bridge device before punching in the coordinates for their base.

As for the small group of Insecticons fighting Bumblebee had actually pinned the Scout to the ground and were about to run their talons through the Autobot when Jack gave the order. They looked at each other, then down at the Scout, and finally at Jack before they obeyed the command their King had just given them.

'I can't let them get away with the red energon. At the very least I can injure Airachnid or the one they call Jack,' thought Smokescreen, as he saw the Ground Bridge open up, and saw the Insecticons take it in first with their Masters being the last to walk through.

Taking aim from his position, Smokescreen fired a single concentrated energy blast at Airachnid before he could be stopped by Optimus, and it hit the surprised Spider Bot in the back with a cry of pain that soon followed from the hit. Jack quickly moved to catch her, holding his Queen in his arms, as two of the last remaining Insecticons moved in front of the two, and growled menacingly at the offending Autobot wearing the Elite Guard symbol.

"Airachnid! Are you all right? Speak to me!" asked Jack with concern while Airachnid herself winced slightly in pain, but nodded while enjoying the feeling of being in his arms, and put her right servo on his face affectionately.

"I will survive my Jack. The injury is already healing from what my systems are telling me right now," whispered Airachnid while Jack held her closer and moved to be a shield for his Queen while the rage inside his mind grew to primal levels.

"Insecticons, take her back to our base. Keep her safe," commanded Jack silently with Airachnid and the Insecticons looking at him in surprise.

"Jack?" asked Airachnid with worry.

"My King?" asked the two Insecticons at the same time.

"Take our Queen back to base and await for my signal to bridge me back," replied Jack in a deadly and whispery voice.

"You're not going to face them all alone, are you?" questioned Airachnid, as she saw how his optics seemed to be pulsing now, and his level of his breathing increased.

"Let one of us stand and fight beside you my King," requested one of the Insecticons, but he shrunk back in fear when Jack glared at him.

"No! This is something I must do alone. Now do as I command! Airachnid is your Queen and must be protected at all costs. Besides...I think its time I showed the Autobots exactly what my alt mode looks like when I transform," said Jack after he handed Airachnid over to one of the Insecticons before walking towards the rallying Autobots.

"You better surrender while you have a chance Jack. There are four of us and only one of you now," stated Smokescreen with his cannons ready to fire and the others were doing the same while the Ground Bridge behind Jack closed after the Insecticons along with Airachnid went through it.

"As far as I'm concerned new guy...you're all _outnumbered_," countered Jack, as he looked deep inside himself, into his processor, and called upon his inner beast to come out with a simple single command.

Transform!

And transform Jack did. The four Autobots standing there could only watch in horror and slight fascination at the highly complex transformation Jack underwent with his body, as it was bending, twisting, and changing into the creature that now stood before them. The former human turned technorganic Cybertronian had changed from a bipedal warrior into something completely different from any vehicle mode they had ever seen. Of course, that was probably because Jack didn't transform into any vehicle alt mode like they did, but rather a tall, long necked beast, sharp talon like claws, a tail that from base to tip was covered in spikes, and all of those spikes were jagged edged. Instead of being Jack now being on two servos, he was now on four, his face animalistic with a long mouth, sharp metallic teeth, a tongue that had saliva dripping off of it, and several metallic jagged horn like structures jutting out the back of his head. On the back of the large creature that was Jack, the Autobots saw a pair of large wings rising, freeing themselves from constriction for the first time, and showing the massive wingspan with the wings themselves being pure black that seemed to block out all forms of light around them.

As if they could consume light itself.

_"What in the name of Primus has Jack just turned into?"_ asked Bumblebee in fear at the sight of the massive creature that towered over all of them.

"Whatever it is, I'm taking it down!" Smokescreen proclaimed before charging forward while disregarding Optimus's command to stop.

Seeing Smokescreen charge toward him, Jack's different colored optics narrowed, and locked onto the headstrong Autobot before snarling at him. Having an idea of just what Smokescreen planned to do when close enough, on account of the tactic having worked almost perfectly so far for him, Jack decided to act quickly, and brought his wings down in a sharp motion that sent a massive gust of wind toward the Autobot. Smokescreen was just about to activate the Phase Shifter when the massive wind sent him flying back right into Arcee and Jack laughed at the misfortune of the two Autobots now currently on their back.

_**"I'm sorry. Did that hurt?"**_ mocked Jack while shocking the group that he could still talk to them in this form.

"Jack...what have you become?" asked Optimus with Jack chuckling.

_**"Do you like it? Its my alt mode. Just like Airachnid's only different. You could say I was born with it built right into my T-Cog thanks to the Quintesson when he did the experimenting on me,"**_ answered Jack while snapping at them in an intimidating manner.

"What kind of animal is that? Is this normal on this planet?" asked Smokescreen while he was feeling a bit of fear in his Spark right about now.

_**"Foolish newbie. On this world, **__**nothing**__** is what it seems, and to answer your question as to what kind of animal I am...**__**this**__** is what is known simply as...a dragon!"**_ answered Jack with pride in his voice.

"A dragon? What's a dragon?" asked Smokescreen while looking at Optimus, who was busy looking at Jack's form with calculating optics, and burning the former human's alt mode right into his processor to look at later for further study in the hopes of finding a weakness to it.

IF he and the others survived this encounter with Jack in this form.

_**"A dragon was a mythical creature of legend in the ancient world of human history. They were terrors made flesh. They feasted on human, other animals, and they ruled the skies thanks to their wings giving them the power of flight!"**_ stated Jack and just grinned at the still stunned Autobots.

"Oh great! Its bad enough that Megatron has air superiority with his troops and Warship in the sky, but now Jack can too in this form," said Arcee sarcastically while not liking the idea of being outmaneuvered by another flying Cybertronian that could attack from the air and dodge her shots at the same time.

_**"Also, there is one more thing about dragons that I almost forgot to mention since its clear you are all interested on what I am,"**_ said Jack with his grin somehow increasing.

"And what's that?" asked Smokescreen with his cannons ready to fire.

_**"The thing about dragons new guy is...they've been known to breathe **__**FIRE**__**!"**_ stated Jack before unleashing a wave of thermo energy from his mouth that made the Autobots dive for cover.

"Whoa! I take it that's new?" asked Smokescreen, as he was too afraid to use the Phase Shifter at the moment, and hid behind a metal shipping crate though the blast had torn a nice size hole through the second one on top of it.

"Do you really have to ask such a stupid question now out of all times to ask?!" Arcee angrily called out from behind her own shipping container and flinched when the "fire" that Jack launched from his mouth nearly got her.

The intense heat from the attack felt like it could melt her form without even touching the plating.

"As it stands, we can't win against Jack like this. Ratchet! Open up a Ground Bridge. We need an immediate evacuation from the area," commanded Optimus and soon a Ground Bridge opened up behind them.

_**"Running so soon Optimus? Pity, I was hoping to see if a Prime could handle me in this state while in combat. You disappoint me,"**_ said Jack before shooting another blast of fire from his mouth, nearly getting Bumblebee, who transformed into his vehicle mode to moved left, and right before heading to the Ground Bridge.

Optimus however, did not reply back to Jack's taunting, but he did fire back at the beast the former human had become to see if his attacks would damage the draconic body that towered over them all. Sadly, his optics saw that it did absolutely nothing, and had to quickly retreat when Jack reared his draconic head back to launch another attack on the three members of Team Prime. Rushing to the Ground Bridge, the Prime dove into it after the others did, and found himself now back at their still being decommissioned base with the sight of Jack's attack having followed partially through the portal to cause it some serious damage that melted the circular structure.

They wouldn't be Ground Bridging for awhile.

"What in the name of Primus was _that_?!" demanded Ratchet, as he saw Bumblebee come in using his vehicle mode, nearly hitting some of the humans getting out of the way, and now this with the other two with Prime answering his question when asked.

"That my old friend...was an attack made by one Jack Darby after transforming into his alt mode and it is something I have never seen before in a Cybertronian," replied Optimus while Ratchet looked shocked by this.

"What does that mean?" asked Wheeljack while he saw the damage done to the Ground Bridge and let out a whistle at how bad the melted areas really were.

"It means that Jack has become something of incredible power. One that even Megatron will soon learn to fear," answered Optimus before recounting his time with the others at the docks to get the red energon, encountering Jack, Airachnid, the group of Insecticons with them, and then Starscream appearing before going into detail about the fight they had with the rogue Con wearing the Apex Armor.

"I've got to admit, Jack's got a good grasp on strategy. He came in with a large group of Insecticons, hid most of them in the event of uninvited guests, which did happen, and then acted accordingly when it came to springing the trap," remarked Wheeljack with Arcee glaring at him.

"You wouldn't be saying that if you got the scrap kicked out of you by your nemesis and watching your former partner fight by her side," stated Arcee while she felt sore from the fight with Airachnid.

"Well at least I was able to get a solid hit on Airachnid so she will be out of it for awhile. That's good news in my book!" commented Smokescreen with a cocky grin on his face, but it left him when Arcee glared, and Optimus's face was filled with disappointment.

"You have shown complete disregard for command Smokescreen. When I give the order to stop, I expect it to be obeyed, and as a result of your last action in attacking Airachnid I fear we have now possibly made a true enemy in the form of Jack Darby," said Optimus with his tone being grave and a hint of anger.

"But I helped you guys! You were right in front of a line of Insecticons getting ready to attack you. I saw it when I came out of the Ground Bridge," protested Smokescreen with Optimus frowning further.

"What you saw was Jack and myself working on possibly becoming allies in our war against Megatron. However, because of your recklessness, and disregarding of my orders...Jack now believes I...that we are his enemy. That my word cannot be trusted and he will do everything in his power to destroy us for the attempt you made on Airachnid's life," replied Optimus with Smokescreen sputtering and clearly at a loss for words.

_"You should have seen it Ratchet. Jack turned into this giant creature called a dragon! It was intense. He blasted us with fire and used his wings to create an intense wind that sent us flying back. He even talked in that mode!"_ said Bumblebee while Raf's jaw dropped and Miko's did soon after with some questions for the boy translating what the Scout just told the Medic.

"A dragon? What in the name of Primus is a dragon?" questioned Ratchet before Raf was at a computer and brought up on the main terminal screen images of dragons from human folklore.

"_That_ is a dragon. They were considered ancient creatures from our history. It was said they could cause all sorts of trouble when attacking towns and villages," answered Raf with images of painting of what dragons could do were shown causing untold damage and carnage to their surroundings.

"Jack mentioned it was already in him thanks to his T-Cog. Apparently given to him by the Quintesson Five Faces," added Arcee with Optimus's optics narrowing.

"We will have to speak with the Quintesson about this," stated Optimus since they would need answers to Jack's alt mode and their best chance of getting an answer was from the Quintesson.

(With Jack-After the Fight)

Jack roared in primal fashion in his alt mode over his victory against the Autobots and their leader. He had pushed Optimus Prime and the others with him back to their base, including the new guy, who thought he was hot stuff when in reality was just a novice for a rookie that had bitten off more then he could chew.

Especially after provoking Jack to show his beast of an alt mode and the power behind it.

However, the time for celebrating was not to be at the moment, as he needed to get back to base, and to his Queen where the _REAL_ celebrating would begin. Transforming back into his bipedal form, Jack connected himself with the Insecticons, and Airachnid to let them know he was all right. Within moments, the Ground Bridge soon opened up, and Jack entered to appear within his base with all the Insecticons before him kneeling in his presence.

"That was an impressive display of power my Jack," commented Airachnid, as she had felt him transform into his alt mode through their shared link, and the power behind it sent a shiver of pleasure through her Spark chamber.

An animal form for an alt mode that was the personification of power.

"Sorry you couldn't be there in person to see it my Queen. Perhaps when we finally do go against Megatron or even Optimus again you will see what made the Autobots tremble in fear," replied Jack with Airachnid walking slowly over to him and hugged her lover while he wrapped his massive arms protectively around her.

"That would be nice. Especially when it will their last moments of life before we rip out their Spark chambers in front of everyone that fights for them," whispered Airachnid, as she closed her optics, and sighed contently at being loved by Jack.

"Are you still in pain? Do you require any energon to accelerate the healing?" asked Jack curiously, as he touched the back of Airachnid where Smokescreen had shot her, and felt his Queen fight back the whimper.

She still possessed what he could only guess was a bruise.

"I'm fine my Jack," answered Airachnid, but she could tell he didn't believe her, and only wanted to take care of her.

"Your wound needs to heal my Queen. The more energon in your system, the faster the healing process. Bring her some energon. Now!" commanded Jack with several of the Insecticons nearly tripping over the other to carry out their assigned task.

"I'll be fine my Jack. We still need to capture one or both Medics with the needed skills to heal Hardshell," replied Airachnid while Jack held her tightly in his embrace.

"And we will my Queen. The opportunity will present itself. I can feel it within my very body," said Jack with Airachnid looking up at him while the Insecticons came in with an energon cube.

"Your instincts?" questioned Airachnid with Jack nodding.

"My instincts," replied Jack before taking the energon cube offered by the Insecticon and handed it to Airachnid for her to drink.

"You spoil me," remarked Airachnid before drinking its contents.

"You deserve to be spoiled. You are my Queen. I will see to it you will want for nothing and get everything your Spark desires!" answered Jack passionately before kissing her on the lips and heard Airachnid moan in pleasure.

"I want you right now. Back up your claim and take me to our room. Now!" commanded Airachnid with Jack grinning at her before scooping the Spider Bot up in his arms.

"No interruptions from anyone unless its of extreme importance. Understood?!" ordered Jack with the Insecticons nodding.

"Yes my King," replied the Insecticons in unison.

"Good. Place the red energon near the Energon Processor for the time being. I want that substance ready to be used in the future, but I want Airachnid, or myself to supervise the process. Such rare energon must be handled with care," said Jack with the Insecticons nodding in agreement.

"You really like taking charge my Jack. I'm getting very..._turned on_ as the humans of this world would say," remarked Airachnid while Jack let out a small chuckle.

"Oh, you haven't seen anything yet my Queen," whispered Jack in a husky voice that was promising her untold pleasure and Airachnid once again shivered in anticipation of what they were going to do when they reached their room.

(A/N: YAY! Another chapter and a super long one at that to boot. Hope you are enjoying this. Until next time...PEACE!)


	5. Chapter 5

Chapter 5-Is There a Doctor in the House?

Jack watched his lover sleep, a sense of pride in making his femme lover so exhausted from their time of together, and held Airachnid close to his body. His bloodlust had not been sated upon his return from fighting the Autobots and Airachnid had been itching for some precious alone time to have her own needs met. It was a win/win for them both and Jack was all about winning when it came to achieving his Queen's goals for their species. She was his world now, his focus point, his drive, and the only one that mattered in the whole Universe. Jack had no intention of letting anyone among the other two warring factions take Airachnid from him and would crush any brave yet stupid foe that tried.

A tap at the door brought Jack out of his musings and he growled lowly knowing that his private time was being interrupted by an Insecticon. Though it was clear whatever had happened since his time mating with Airachnid, the Insecticons had felt it required his, or possibly Airachnid's attention. Making a small mental note in his processor to find a soft blanket of some kind long enough to drape over his Queen when she slept in the berth to shield her from other optics, Jack made his way to the door, and opened it while making his form blocked the Insecticon from seeing Airachnid.

"This better be important," said Jack with his voice laced with anger.

"Forgive me my King, but the ship's long range scanners picked up a Decepticon signal that belongs to one of Megatron's forces," explained the Insecticon with Jack looking at him unimpressed.

"And? Is the Decepticon near here? Does it know about our base?" questioned Jack with the Insecticon shaking its head.

"No my King," answered the Insecticon.

"Then why bring this to my attention when it is clearly not important?" demanded Jack with the Insecticon pausing to think for a moment.

"The signature belongs to a Decepticon that was slain by Queen Airachnid herself some time ago and the signal itself is corrupted," answered the Insecticon with Jack's optics narrowing at this information.

"Corrupted? How? Is it because of dark energon?" asked Jack with the Insecticon shaking its head.

"No. The sensors show no traces of dark energon. The corruption is caused by something else not natural to the fallen Decepticon's body," answered the Insecticon with Jack being unsure how to handle this.

"Show me," commanded Jack since he wanted to see this himself.

After being shown what the Insecticons, more accurately Kickback himself had seen while at the terminal, Jack narrowed his optics at the identity of the suddenly revived Decepticon, and tried to remember the warrior's name. He could almost say it, almost as if it was on the tip of his technorganic tongue, and wanted to be spoken for all to hear.

"His name is Breakdown my Jack," said Airachnid, as she had woken up to an empty berth, and felt where her lover had gone to check on something important.

"Former acquaintance?" asked Jack with Airachnid scoffing.

"Hardly. Breakdown is or rather _was_ all muscle and no brains despite being Knock Out's Medical Assistant. The Decepticon version of the Autobot Bulkhead with those two having a grudge against each other," answered Airachnid with Jack's optics going wide in surprise.

"Wait! You said he was Knock Out's Medical Assistant?" questioned Jack with Airachnid nodding.

"And Knock Out's personal buffer. Knock Out would keep going on and on about how Breakdown could buffer out the worse marks done to his paintjob," replied Airachnid with Jack smirking.

"If we picked up the energy signal, chances are the Decepticons have too, and will send Knock Out to investigate the authenticity of Breakdown's miraculous survival," said Jack with Airachnid smirking at him.

"And give us a chance to capture Knock Out," added Airachnid with Jack rubbing his chin in thought.

"Maybe. Plug in the coordinates near Breakdown's location. We'll do a little spying to see just what or who this imposter is before we even decide to attack them for a chance to grab Knock Out," said Jack with Airachnid looking surprised.

"You think this Breakdown is an imposter of some kind," stated Airachnid with Jack just smirking at her.

"The Insecticons said you killed this Decepticon yourself. I have no doubt you succeeded in that regard. Who or whatever this thing is that the sensors have picked up...I doubt its the real Breakdown," replied Jack with Airachnid smirking at him.

"I'm glad you have such faith in my skills my Jack," said Airachnid with Jack smirking back.

"Up for a little spying?" asked Jack with Airachnid nodding.

"Yes. Let's see who is making me out to be a liar and taking away my claim at snuffing out Breakdown's Spark," answered Airachnid before opening up a Ground Bridge and walking through it with Jack along with a small escort of Insecticons.

(Undisclosed Military Base)

The military base Knock Out along with his forces had Ground Bridged to was in ruins with fire and smoke rising up into the sky. He could see damage to buildings, vehicles, and military personnel were all over the place.

"This is definitely Breakdown's handiwork," commented Knock Out before he saw a large bulky figure walking out of a destroyed hangar.

It was Breakdown and yet he seemed...off!

"Breakdown?" questioned Knock Out with squinted optics and then they went wide when he saw how twisted the entire body of his assistant had become.

It was almost as bad as a dark energon infused Cybertronian zombie.

"Not exactly," replied the voice that did _not_ belong to Breakdown.

'What the slag?!' thought Knock Out with this false Breakdown grinning at him.

"I believe the phrase I should be asking you next is...take me to your leader," replied the person behind Breakdown's body with his grin showing on Breakdown's scarred and face.

On a cliff side near the base, Jack along with Airachnid, and the Insecticons watched how things played out between the two sides. They kept themselves hidden, which was quite the impressive feet considering their overall size, and made sure to hear everything that was said while analyzing the voice print of the false Breakdown.

"That voice coming from Breakdown's body sounds familiar to me and not in a good way either," commented Jack with Airachnid hissing in anger.

"I recognize it. That voice belongs to M.E.C.H.'s fearless leader. You know him as Silas my Jack," answered Airachnid with Jack's optics going widen, then narrowing, and a deep growl rumbled from his throat.

"Ah yes. Now I remember. That puny waste of human flesh looks down at anyone like he's their superior regardless of size. Of course, I bet if he's in a position where his life is about to be crushed without any room to bargain would make him act otherwise," said Jack with his scowl during into a hungry grin.

"But how did he get into Breakdown's body? M.E.C.H. couldn't have put him _inside_ his body? Would they?" asked Airachnid with Jack thinking for a moment.

"M.E.C.H.'s primary objective is to acquire only the most advanced technology by any means necessary. I don't know what possessed Silas to take things to the next level like this, but its clear that deep down, the man wanted to become one of us, and judging by the sight of this..._abomination_ he's become it's clear what the end result was to his dream coming true," answered Jack with disgust in his voice.

"So Silas has become a crude primitive version of what Five Faces made us," deduced Airachnid with equal disgust in her voice.

"Correct. And look at what he has in his hand. A case of some kind," replied Jack while his optics zoomed in on case itself.

"And whatever it contains, the fool seems to care about," commented Airachnid.

"Not only that my dear, but its seems Silas wants to meet Megatron to share it with him," added Jack with Airachnid sneering.

"Megatron would sooner take then share whatever it is Silas has to offer," commented Airachnid with Jack frowning.

"Not necessarily. We need to find out what Silas just took out of this base and is giving to Megatron," said Jack, as he saw the Cons, and Silas leave the base via Ground Bridge.

"And why would Silas give Megatron anything? What does the fool gain from it?" asked Airachnid with Jack looking at her and grinning.

"Simple. Silas wants to be on what he perceives to be the winning side. Megatron has the most advanced technology, numbers, and an interstellar Warship capable of bombarding any city from space. The fool is offering something that he believes will peak Megatron's interest in exchange for a position of power among the Decepticon ranks," concluded Jack with Airachnid looking impressed by how well he had deduced Silas's intentions.

"Well thought out my Jack," said Airachnid with Jack smirking.

"Come on. We'll head back to base and hack into the military's database regarding this installation for knowing what was stolen from inventory," stated Jack with their Ground Bridge opening up and they returned to base.

(Autobot Outpost Omega 1-Hours Later)

"Prime! We got ourselves a situation," said Fowler, as he came into the base via the roof elevator, and holding a big file stamped _**CLASSIFIED**_ on it.

"What is the situation Agent Fowler?" asked Optimus Prime, as he was still in the process of making sure the last of the things they needed were properly loaded up.

"Project Damocles. A satellite hovering in orbit over the planet with enough fire power to put a hold in the ground deep enough to bury the statue of Abraham Lincoln several times over. You can carve a Mohawk on Mount Rushmore or slice through the Pentagon like it was a birthday cake. Its the work of a madman. Created by one Colonel Leland Bishop or as you know him as...Silas. The former Colonel drove up to the military base in an old 'friend' of yours I'm sure you all know," said Fowler, as he brought up the security video of the base being attacked after the vehicle Silas got there in transformed when his name was flagged, and his name came up with an order of detainment for questioning.

"That looks like...Breakdown?" questioned Arcee while looking at the screen.

"Breakdown? We haven't seen him in a long while. I wonder where he's been?" asked Bulkhead, as he limped closer, and saw the Decepticon carrying a case.

"This is absurd. Even if Silas somehow survived his injuries, why would the Decepticons team up with humans? And why would this one Decepticon team up with the _leader_ of M.E.C.H. given what they did to Breakdown the last time they met?" demanded Ratchet in disbelief.

"Ratchet's right. The Cons allying with humans? Its not like them," said Arcee since the Cons would sooner starve themselves to death in her opinion.

"Tactical advantage? I mean we humans have helped you Bots out in the past so maybe Megatron wants to give it a shot. Its worked well for us so far," commented Miko with Arcee looking away.

"Some more then others and not always," added Arcee with some of the group looking a bit uneasy.

"In any case, Silas has now acquired his weapon, and is on Megatron's Warship to present it to him. Though for what I do not know," replied Optimus with his voice grave.

"Even if Megatron has the satellite, he can't use it just yet since the Head Con needs the access codes to use it, and the only copy of those codes just happens to be in a servers at a military base in Colorado," stated Fowler with the Autobots realizing they had some time before Megatron gained control of his new weapon.

(_The Nemesis_-The Bridge)

"Knock Out! Why is this creature here Knockout?" asked Megatron when seeing the mangled body of Breakdown standing before him and being piloted by a human surgically implanted there with the human in complete control.

It was disgusting.

"Lord Megatron, I am Cylas, which stands for Cybernetic Life Augmented by Symbiosis, and I have a proposition for you," answered Cylas, as he grinned at Megatron, and thus made the face of Breakdown grin too.

"Lord Megatron, this is the _human_, who ordered Breakdown be dissected! Please, my Liege, allow me to return the favor!" requested Knockout with his buzz saw active in his right arm.

"And miss out on this golden opportunity? I can provide for you the tactical advantage that Optimus Prime has been using against you for some time," offered Cylas and saw Megatron stay Knockout's hand.

"And what would that be?" questioned Megatron with a raised metallic eyebrow.

"The _human_ factor," answered Cylas with Megatron glancing back at Soundwave and the silent Con showed the three human children he took a picture of some time ago.

"And what is it that you want in exchange?" asked Megatron with Cylas smirk growing slightly wider.

"Merely a seat...at the table," answered Cylas humbly with Megatron not looking entirely impressed, but it was clear he wanted to see what was being offered before saying yes.

"Lord Megatron be reasonable! This human is an abomination! He...," said Knockout, but his objection over the matter were squashed by Megatron's glare.

"Allow me to introduce you to my pet project that made me realize just how important technology truly is and the power behind using such technology. Project Damocles," said Cylas with pride in his voice and began to show Megatron what he had to offer with his satellite.

(With Jack and Airachnid)

"A satellite weapon? It doesn't look like much," questioned Airachnid, as she saw Jack hack into the military network, and easily accessed the database to see what Silas had taken.

"Probably because you've seen more advanced weaponry then this. Its advanced tech by _human _standards. Still, from what I've seen of these specs, and the simulation data on file regarding its potential...I don't think Megatron is going to throw it away. At least, not before giving it a proper test run," replied Jack while looking over what Damocles could do when in orbit.

"True. I have seen bigger and better weapons. Still, how do we use this against Megatron, or Silas for that matter?" asked Airachnid with Jack bringing up a key part of the system in the security specs.

"This is how. The satellite is useless without the codes. In order to get it, Megatron needs to get access to the server at this base where the only set of codes is located, and from what I remember of the past...there is only _one_ Decepticon capable of doing that," replied Jack with Airachnid hissing in anger since she knew who that was.

"Soundwave," remarked Airachnid bitterly since the Con had bested her in front of the troops and the humiliation still stuck to her like a bad oil stain.

"Yes. And it is through _him_ we will nab ourselves a Decepticon Medic and through their actions in getting the codes we will nab an Autobot Medic at the same time," stated Jack with Airachnid raising an eyebrow.

"How?" questioned Airachnid since she couldn't see how they could grab both at the same time.

"You my dear are going back to the Autobot base since Optimus will no doubt take the whole team with the exception of Ratchet to the battle. You my Queen are a Master of stealth, infiltration, and assassination with two out of three of those important qualities being needed for this mission to bring him back to our base. While you do that, I will take a team of Insecticons via Ground Bridge to the base where the codes are located, and after digging underground to remain undetected we will subdue Soundwave while he is in the middle of the downloading process. After I do that, I just simply have Megatron trade Knock Out for Soundwave, and we have ourselves a Medic from the Decepticon ranks," explained Jack with Airachnid liking the plan he came up with since Soundwave couldn't handle the Insecticons and her Jack in battle while busy downloading the codes at the same time.

Not even Soundwave was that multitask oriented.

"Brilliant plan my Jack," commented Airachnid with Jack nodding.

"We will have to hurry though. Time is of the essence here. Sharpshot, you along with eight other Insecticons of your choosing are with me on this. Kickback, you will monitor things from here, and make sure two teams of Insecticons are standing by when our two guests arrive. Also, prepare a cave like room to put them in so neither Medic can figure out the location of our base, and determine exactly where we have hidden ourselves. If they see we are in a Decepticon based Warship, they might deduce _exactly_ where we are residing, and that is the last thing I want," commanded Jack with his Insecticons nodding and began to carry out their orders.

"You make it sound like we will be returning them once they finish repairing Hardshell," stated Airachnid with Jack looking at her.

"I am," replied Jack with Airachnid looking at him in shock.

"Why? We could scrap them both after they are done!" said Airachnid with Jack shaking his head no to the idea.

"Tempting, but not an option...just yet. We might need to steal them again at a later time and I refuse to keep them around afterwards because it means giving them energon. _Our side's_ energon," replied Jack with Airachnid thinking it over.

'Medics are a rarity right now. To kill them both would put us on even playing field with the Autobots and Decepticons, but...if they were needed in the future, and weren't around to save one of us from it...,' thought Airachnid, as she imagined herself, or possibly Jack in a severely injured state with no Medic to heal them because they were scrapped ahead of schedule.

"Hence why I wanted the cave area setup for them to use to repair Hardshell while the other Insecticons watched them from all sides. Trust me and the plan my dear Queen," said Jack while kissing her right servo.

"While I dislike the idea of sparing those two, you do have a strong point my Jack," said Airachnid before creating a Ground Bridge for him to go first.

"Take care my Queen," replied Jack before kissing her on the lips and departed with his Insecticons to their destination.

"And you too...my King," whispered Airachnid while silently fearing for his return if this weapon was used on her Jack before she went through her own Ground Bridge to carry out her side of the plan.

(Military Base in Colorado)

Optimus along with his fellow Autobots consisting of Bumblebee, Smokescreen, and Arcee were engaging in battle with the Decepticon forces outside the military base. They were currently trying to fight there way to the server where Soundwave was currently in the process downloading the codes to use the Damocles satellite. So far, the Decepticons were keeping all four of the Autobots at bay, and preventing any advancement that would allow them to stop the download.

"They got us pinned down! How do we get around them?" questioned Arcee during the fire fight.

"Anyway we can. The objective is to stop the Decepticons from getting the codes to the satellite," replied Optimus with Smokescreen being the new guy and bold one of the four had run forward to take the lead.

Farther away from the fighting, Jack observed the battle going on with his Insecticons behind him awaiting his next command, and he could sense they were itching to put their claws to good use. While they would have preferred to fight in the battle below, Jack was more concerned about their health, and wouldn't risk their lives unless they had to fight when necessary. They were actually amazed Jack would go through so much trouble for one of their own, who while considered the strongest of the Insecticon hive, was still only one Insecticon among the collective whole, and yet here their King was standing right here. Their King had planned something complex that would ensure they had _two_ Medics taken to their base to repair Hardshell and bring the hive back to full strength once more.

The loyalty they felt for both Jack and Airachnid was absolute. Even if Megatron stood before them and demanded their loyalty...none of the Insecticons would kneel before the Decepticon Warlord.

"Both sides are fighting. Now is the time. Beginning digging, but dig the tunnels so they lead behind and to the side of the building. If Soundwave gets the codes, chances are Megatron will use it the satellite on the Autobots, and all of them are fighting at the front of it," commanded Jack with the Insecticons nodding, suppressing the desire to let out their war cry knowing it would give them away, and began to dig their needed path to the base.

And their intended target.

(_The Nemesis_-The Bridge)

"Lord Megatron, the Autobots are fighting us outside the base. They are trying to get into the complex," came the voice of a Vehicon fighting the Autobots.

Megatron let out a small of frustration.

"Megatron, relax!" said Cylas confidently before getting glared at by Megatron.

"I-I mean _Lord_ Megatron," corrected Cylas nervously while Megatron was getting further impatient with this situation.

"We need the codes for the satellite. Soundwave is barely over fifty percent. It is only a matter of time before Optimus and the Autobots break through the ranks of my forces and stop Soundwave," declared Megatron impatiently.

"Not to worry Lord Megatron. You may not have all the codes to work the satellite from your Warship, but while Soundwave is hooked into the mainframe, Damocles is his to command, and at a flick of a switch," said Cylas, as he touched a key on the console, and turned to look at the Decepticon Warlord while the satellite was launched from the Warship.

"Soundwave, prepare to beta test," commanded Megatron to his spymaster.

(Down Below-Moments Later)

Smokescreen had made another attempt to get through the line of Decepticons, as he had transformed into his less than conspicuous high speed alt mode, and drove right into a Vehicon before he transformed back to smash his fist into the Con's face. His enjoyment was short live however, as he looked up to see a bright light that was thermonuclear energy coming right at him, and barely dodged it before the energy beam fried the poor Vehicon that did not have the luxury of movement to avoid the blast.

"Megatron has the codes!" exclaimed Smokescreen with Optimus looking grim.

"Not necessarily. If he did, Soundwave would have left already," commented Arcee with Optimus nodding in agreement.

_"Soundwave must be using the terminal inside the complex to command the satellite while downloading the code!"_ exclaimed Bumblebee while firing at a few Vehicons and trying to dodge the next attack from above at the same time.

"Keep pressing the attack. We can still stop Megatron from getting the codes to fully take control of the satellite," commanded Optimus with the others nodding and trying to press forward against the Decepticon forces.

Within the complex, Soundwave was listening to the fighting outside, calculating where the blasts were being fired, and how far away the Autobots were based on the sound of their movements. It was a skill he was created with and used perfectly down to an exact science during the war for Cybertron. He could calculate a sniper's position after the first shot was fired and could even block the shot before it even reached it's intended target after hearing the sound made by the sniper firing the round.

Unfortunately, Soundwave was so preoccupied with the sounds of battle going on outside the building, the downloading of the access codes to control the satellite floating in orbit, and commanding said satellite to fire on the Autobots that he didn't detect a third party until the ground behind him erupted in multiple places. Turning slightly, Soundwave felt shock at the sight of the Insecticons rising up from the ground, their war cry echoing throughout the complex, and outside for all to hear. No doubt it would confuse both the Autobots and Decepticons outside while Megatron was less then a second away from demanding what was going on.

"Soundwave! Report! Why did I just hear the sound of Insecticons in your general area?" demanded Megatron, but the silent Con could say nothing, as he found himself in quite the situation where he couldn't disconnect the downloading process because the satellite would no longer be under his command, and the Autobots would eventually come here to make sure he couldn't if he suddenly left with the incomplete set.

Unfortunately, Soundwave didn't have a choice in the matter, as the Insecticons led by Sharpshot charged him, and the spymaster had to disengage from the console he was accessing to fight them off. The first two were knocked away easily while his tentacles were aided in holding off another, but the Insecticons were stronger, and outnumbered him ten to one while being so close to him. The idea of using Laserbeak to even the odds was also considered unwise since the little flying surveillance drone had limited space and was too fragile to fight so many Insecticons.

As the Insecticons used their numbers and strength against him, Soundwave managed to leap over them, which was impressive given the limited space to move, and planned to fly out of through the ceiling the moment he had the seconds to do it. However, as he landed on his two large metallic feet, and turned to see the Insecticons snarling at him...a large hand not belonging to any of the Insecticons harshly grabbed his shoulder. When Soundwave quickly turned his faceless face to look at this new threat, the silent Con was completely shocked despite it not showing, and stared right at the face of this new enemy clearly commanding the Insecticons.

"Hello Soundwave. My Queen sends her regards," stated Jack before punching the Con right in the face with enough force to break his visor before impacting with the ground.

Moments prior to the Insecticons pinning him down and placing their claws in key places to rip him apart should he struggle to escape. Soundwave tried to launch Laserbeak in a last ditch effort to get free by zapping the Insecticons, but the metallic bird was caught mere seconds later, and now held in the grip of the warrior before him. Laserbeak itself was letting out chirping and screeching noises of fright while pleading with Soundwave to save it from possible deactivation by being crushed in the grip of their foe.

Sadly, Soundwave was for the first time in a long time...powerless to do anything.

"Soundwave! We've lost control of the satellite! What is going on?!" demanded Megatron while Jack smirked at hearing the Decepticon Warlord communicating with Soundwave and felt this was the perfect time to reintroduce himself to him.

"Patch me through to Megatron. I want to talk to him about something very important Soundwave," commanded Jack with Soundwave shaking his head no and was rewarded with the sight of Laserbeak being slowly squeezed to death in front of him.

"Soundwave! Report!" demanded Megatron with Soundwave staring at Jack's red and blue optics.

"Put me through or say goodbye to Laserbeak," commanded Jack while squeezing harder and heard Laserbeak squeak out in pain.

Soundwave nodded only once before putting Jack through with Megatron appearing on his visor while Jack's appearance appeared on the screen of the Decepticon Warship.

"And just who are you that you would dare attack my forces?" demanded Megatron while he stared at the figure on the screen in front of him while ignoring the fact the human allies of the Autobots took control of the satellite.

Cylas had already left to _fix_ the _human factor_ of their problem regarding Damocles since the Autobots wouldn't around to stop him themselves.

"You could say I'm a third party in this war and staking my claim on this world. Though I'm hurt you don't recognize me Megatron. Then again, our time together wasn't long, but I had hoped I had made an impression on you since you never forget a face," replied Jack with Megatron narrowing his optics at him.

"I don't forget a face and yours is not one I recognize," countered Megatron with Jack smirking at him.

"I suppose not since I was in a different body at the time. Let me refresh your memory. We met in a cave, you were pinned by rocks, and I had you at my mercy with a drill pointing directly at your ugly face. Does that ring a bell? Or do I need to go further on how I was being goaded by you to 'seize the day!' and to 'think of the glory!' as you so eloquently put it in ending your life," Jack said while Megatron's optics widened in shock and surprise since there was only _one_ human that he told those words to at the time.

And yet...this body Soundwave was showing him was not that of a weak fleshy human that had hurt his pride in following Optimus Prime's path.

"Jack," whispered Megatron with Jack himself grinning not unlike he usually did.

"Correct. As you can see, I have completely changed in many aspects. I'm not the tiny weak piece of human flesh that can be knocked away with a flick of a finger from your servo. I'm big if not bigger then you, I'm hungrier then you, and I'm going to run right through your forces with everything I have when the time comes for us to fight," said Jack with Megatron snarling at him.

"How did you take control of the Insecticons? Only Airachnid has that ability," stated Megatron with Jack smirking.

"She does and still does command them. So do I. One of the key things that happened to me during my...changes. But we're getting off course and we're running a little short on time. I currently hold the life of your spymaster in my hands figuratively and Laserbeak who is an extension of Soundwave in my hands quite literally! Quite the valuable asset, wouldn't you agree Megatron?" inquired Jack with Megatron's optics narrowing since he guessed where this conversation was going.

"What do you want in return for Soundwave's life?" asked Megatron since his spymaster was irreplaceable as the eyes and ears of the Decepticons on his Warship.

_His_ eyes and ears on the Decepticon Warship.

"Its not _what_ I want Megatron. Its _who_ I want from you. I want Knock Out!" answered Jack with Megatron looking a bit surprised while Knock Out was sputtering behind him.

"M-Me? Why would you want me?" asked Knock Out while Megatron glanced back at him for a second to consider the demand with a hint of curiosity in his optics.

"And why exactly should I hand you my Medic?" questioned Megatron while Jack still smirked.

"Because I have need of his skills," replied Jack with Megatron smirking now.

"So Airachnid is injured and you need her healed," deduced Megatron with Jack's smirk still not leaving.

"Wrong! Nice guess, but no Airachnid is not injured. Far from it. I need Knock Out to repair a certain Insecticon you have allowed to deteriorate under your command after a certain Wrecker and human femme nearly killed him," answered Jack with Megatron frowning.

"Hardshell," stated Megatron with Jack nodding.

"Yes. I can't have my Insecticons falling apart on me. Especially my strongest among the hive. You've been thinning out their ranks quite a bit since they've been put under your command. Wasting such wonderful troops left and right like that without regard for their health or welfare is just pathetic for a self-proclaimed leader such as yourself. I'm merely taking measures to ensure that I don't make the same mistakes you did with them," added Jack with a taunting tone in his voice.

"Insolent whelp! I have been in countless battles and commanded hundreds if not over a thousand troops then you could possibly comprehend. I have a millennia of experience fighting and killing everything and everyone that has stood in my way. What do you have that could possibly challenge me? A backstabbing Decepticon femme and her Insecticon hive! You lack experience," declared Megatron with Jack's smirk leaving him and his optics now narrowed dangerously.

"I'm a fast learner Megatron. I have outsmarted the Autobots and Starscream in his Apex Armor at the same time with just those very things you mentioned. I went toe to toe with Optimus Prime in battle in my first fight with him. Granted he was probably holding back in our fight, but the fact remains I'm still standing, and hungry for more fighting. But that sadly will be for another point in time and on another day when _WE_ are ready to fight you Megatron. Now back to our original conversation in trading Soundwave for Knock Out," replied Jack with Megatron scowling further at him.

"And what makes you think I'll even consider handing over my Medic to you in exchange for Soundwave?" questioned Megatron with Jack smirking.

"Because Soundwave is the eyes and ears of the Decepticons. _Your_ eyes and ears to be exact. Everything that goes on in your Warship is made known to him and he makes it known to you. Not to mention he is your communications officer, spymaster, and your unofficial bodyguard when a power hungry SIC tries to usurp you. Do you really want to risk losing all of that for your vein femme acting weirdo for a Medic?" challenged Jack with Knock Out sputtering at being insulted.

"Femme acting weirdo?! How dare you! I am Megatron's prized Medic and I will not be made fun of by som-ack!" protested Knock Out, but was backhanded by Megatron, and the Decepticon Warlord glared at Jack with all his fury.

"And if I refuse?" Megatron challenged back.

"Then my Insecticons here tear into Soundwave before I hand his Spark chamber and head over to Airachnid to mount on her wall. A gift from me to her since my Queen has her own score to settle with Soundwave. I imagine she will be most pleased with the two gifts I give her. Actually...make that three gifts since Laserbeak here will be pinned to the wall next to Soundwave's head," answered Jack while giving Laserbeak another painful squeeze with the little metallic bird crying out in pain.

Soundwave tried to move one of his tentacles to lash out at Jack, but an Insecticon caught it quickly with its claws, and bit into with enough force to rip it clean off. Something Jack could tell by Megatron's facial expression that the Decepticon Warlord saw this, and was concerned for his spymaster.

"And what will happen to my Medic after he repairs Hardshell?" questioned Megatron while Jack smirk deepened.

"Provided he doesn't try anything and does a descent job? I'll let him return to you mostly unharmed. Though we both know that if Knock Out does try something stupid...he will be coming back to you one limb short of a full body," answered Jack with Megatron not liking his response and Knock Out liking it even less.

"Where do you wish the trade to be made?" asked Megatron with reluctance in his voice.

"Right here at this base. Oh and to ensure Soundwave doesn't try anything stupid after I let him go in our trade...Laserbeak here is staying with me under my _loving_ _care_ until the job is done. So if Knock Out does try some scrap, Laserbeak will be joining Knock Out in the suffering department before I ship the two of them back in less then good health," answered Jack with Megatron snarling at him.

"Fine! Soundwave, open the Ground Bridge for Knock Out in the next few minutes. He will be there shortly," commanded Megatron with Knock Out protesting and sputtering at hearing this.

"B-But my L-L-Liege, the Insecticons are brutes! They'll tear right into me. They have wanted to dig their claws into me since their arrival on the ship!" exclaimed Knock Out and saw Megatron glaring at him.

"Do you have any idea valuable Soundwave has been to the Decepticon cause? Not to mention he is needed for decoding the Iakon database for more relics! As far as I am concerned _Doctor_, you can survive a few scratches to your body if it means Soundwave comes back to base relatively whole," snarled Megatron with Knock Out nodding quickly and moved to get his medical kit in the lab.

Knock Out was not liking this one bit.

(Autobot Outpost Omega 1-Earlier during the Mission)

Ratchet was tense while he monitored the situation at hand going on during the fight at the Colorado military base and was now all alone in the base. Fowler had required Raf's help in hacking the satellite in orbit, but the boy was "grounded" as parents sometimes do when their children have misbehaved, and had to Ground Bridge him along with Miko to inspire the boy further. June had gone home earlier and Wheeljack was currently in his ship currently at their soon to be new base awaiting orders to take off to blast the satellite to pieces as another contingency plan.

'While I prefer peace and quiet, I do hate it when the feeling becomes eerie. The last time that happened, dark energon had taken over one of my broken pieces of equipment, and tried to scrap me. And then again when that scraplet infestation happened before they all struck when we least expected it while I made repairs,' thought Ratchet, as he now felt that eerie feeling crawling up his back, and felt a shiver soon follow while slightly rusted instincts that something bad was about to happen.

Looking around the nearly dismantled missile silo that was soon to be their old base of operations, Ratchet felt like he was being watched by someone, or possibly something though he highly doubted it was the latter. Even after the Autobot Medic looked around, he found his worries over not seeing anything had not lessened, but rather they increased, and it was making Ratchet feel increasingly nervous.

And rightfully so when Ratchet found himself suddenly being thrown against one of the walls before he was thrown against another wall. When he tried to get off the ground, the Autobot Medic found his body being hit with webbing from above, and heard the sweet cruel laughter of a femme former Decepticon.

"All too easy. Though its a good thing your early warning detection system wasn't even attuned to detecting a technorganic like myself," whispered Airachnid, as she applied more of her webbing, and tied Ratchet up heavily in it due to his blades his arms could transform into should they have enough room to change to that mode.

"Oh scrap," whispered Ratchet with Airachnid grinning an evil grin before lifting him up with ease.

"Don't worry Autobot, I'm not going to send you to the scrap yard. My Jack and I have need of your skills," said Airachnid, as she activated the Ground Bridge on her portable Ground Bridge device before entering with her prize.

'That's not very reassuring,' thought Ratchet before he and Airachnid entered the vortex.

(Colorado Military Base-Present Time)

"Okay. I'm here. Where's the patient?" asked Knock Out after arriving via Ground Bridge with his Medical Kit since he wanted to get this over with quick and without the loss of his life.

Or damage to his paintjob.

"Not here. At a more secure and undisclosed location where Megatron can't track us," said Jack before nodding to Sharpshot, who along with the rest of the Insecticons let go of Soundwave, but kept close to Jack to prevent a last minute grab for Laserbeak, and saw the usually stoic spymaster clench his servos in silent rage.

"What? I'm not going to travel to some unknown location!" protested Knock Out

"Sharpshot, inform the Insecticons back at base we have our Medic and that Airachnid can open up the Ground Bridge," commanded Jack with Sharpshot nodding and for a moment nothing happened.

"Anytime would be nice," remarked Knock Out, but flinched when Jack glared at him, and two Insecticons flanked the vein Medic while growling heavily before a Ground Bridge opened up.

"Excellent! Now to do one more thing," replied Jack before punching Knock Out with his free hand right in the face and in fact knocking the Decepticon out cold.

Soundwave instantly went on guard, but was surprised when the Insecticons didn't turn on him next, and just followed Jack's seemingly silent command aimed at two of them to drag Knock Out through the Ground Bridge. As they did, the Insecticons walked through the Ground Bridge one by one, watching Soundwave cautiously until only Jack, and three Insecticons were left.

By that point, the Autobots had busted into the building to see the strange sight before them, and unsure of how to act when seeing Jack there with three Insecticons standing across from an injured Soundwave. They notice he had what appears to be Laserbeak in his one hand, it was flapping slightly, screeching in pain, and calling on its Master to help save it from what its processor believed was certain doom.

"Jack?" questioned Optimus with Jack not taking his optics off of Soundwave.

"Later Optimus. You might be thanking me now for my intervention, but something tells me you won't later, and for good reason," answered Jack before he stepped back into the Ground Bridge with the three Insecticons protecting his flank.

When the portal closed, Soundwave clenched his servos in rage his faceless face could not show, and in an instant transformed before flying through the roof of the building. The Autobots looking at the scene in surprise, as they didn't' know what to make of what happened inside this building between Soundwave, and Jack since they weren't expecting him so soon.

"What exactly did Jack mean by that when he said we wouldn't be thanking him later and for good reason?" questioned Smokescreen with Optimus frowning.

"I don't know. Unless...Miko and Rafael!" exclaimed Optimus suddenly with the others looking wide eyed.

"He wouldn't. Jack is many things, but not even he would go that route," protested Arcee with Optimus for once looking unsure regarding Jack's actions.

"Perhaps not by himself, but Airachnid whispering advice to Jack is a different story, and a factor into his behavior we cannot ignore. Bulkhead, do you copy?" said Optimus, as he put his ear on the comm. system, and waited for a response.

And heard the sounds of a fight happening.

"Not Breakdown. Its all...Silas!" said Bulkhead in a tired tone with Optimus frowning.

"Ratchet! Bridge us to Bulkhead's coordinates immediately. Ratchet? Ratchet come in," ordered Optimus, but heard nothing in return, and only then did the Prime realize what Jack meant.

Jack or Airachnid had no intention of going after the other human children under their protection. Their target was Ratchet and he had been taken from under their optics this whole time no doubt by Airachnid.

So why was Jack here?

(With Jack)

"The mission to grab Knock Out was a complete success and so was yours from the looks of things," stated Jack while Airachnid held a slightly banged up Ratchet currently tied to webbing in the middle of the cave like structure the Insecticons made in their absence per his orders.

"Easy as stealing energon from a Sparkling my Jack. Though I would never do that to our Sparklings when we have them," replied Airachnid, as she saw the Insecticons drag the unconscious Knock Out over to where Ratchet was located, and dropped him below the Autobot suspended in the air by Airachnid's webbing.

"You two! Bring in Hardshell and be careful with his body. I won't have his body and Spark die on me after we spent all this time stealing these two Medics to help improve his condition," commanded Jack to two nearby Insecticons, who bowed lowly to them, and left to carry out their duty.

"Is that...Laserbeak?" questioned Airachnid, as she saw the afraid pet of Soundwave, and grinned wickedly at it.

"The very same my Queen. I'm holding it hostage to make sure Soundwave doesn't get to urge to somehow track us here or find Knock Out's position when he gets back to the Decepticon Warship," answered Jack with Airachnid leaning down closer to Laserbeak and enjoyed seeing the little winged menace that helped defeat her on the Decepticons Warship tremble in fear.

"Mind if I hold him?" asked Airachnid with Laserbeak squeaking in protest while Jack smirked.

"Sure. Just don't damage him too much. This is my only incentive over Soundwave and one I can use against Knock Out if he tries anything stupid while repairing Hardshell," said Jack before putting the flapping winged bird in Airachnid's servos.

"I understand. Provided it behaves itself, I won't have a reason to rip off one of its wings, or its processor," purred Airachnid and saw Laserbeak go still while she pet its body like it was an actual pet.

"Good. Now its time to wake these two up before I head out again with Kickback. I have another gift for you that I need to acquire," replied Jack with Airachnid smirking at him.

"Oh a surprise gift?! Jack you spoil me silly," remarked Airachnid with Jack growling hungrily at her.

"I haven't even _begun_ to spoil you. Wait until later after I bring you the final gift," Jack whispered before kissing her neck and loved how Airachnid moaned from the kiss.

"If you two are done doing whatever it is you're doing, could you please cut me down from here," said Ratchet with Jack growling and mumbling something about grouchy Autobots.

With a leap into the air, Jack cut through the webbing that held Ratchet in place, and made him fall on top of an unconscious Knock Out.

"Ow! What the frag was that?! Whatever hit me better not have ruined my paint job or given me any dents!" demanded Knock Out angrily, as he knocked Ratchet off of him, and rubbed his head before turning to see the Autobot grumbling.

"Stop complaining and get off the ground you whiny Sparkling," commanded Jack coldly with Knock Out grumbling.

"I understand why you need me here, but why bring him?" demanded Knock Out while Ratchet glared at him though it was clear the Autobot Medic was just as confused.

"Because having two doctors on hand is better than one and can provide twice the repair rate. Your patient needs expert help. You have the advanced Medical tools in your kit, Ratchet has the most experience, and will be the one to lead in the repairing process for fixing Hardshell while you assist," answered Jack with Knock Out looking like he just got punched in the face.

"Assistant? Me? To him? Over my scrapped body!" protested Knock Out before he was surrounded by Insecticons hissing at him.

"That can be arranged Knock Out. I really only need one of you and if you're not willing to comply with my demand...I suppose I can send you back to Megatron after my troops here rip you into tiny pieces," said Jack with the mandibles of the Insecticons twitching in anticipation of the idea.

"Well...when you put it like _that_! How could I say no?" replied Knock Out weakly and nervously while Jack smirked.

"You can't. My Insecticons and Airachnid will keep watch over your progress to ensure neither of you gets any ideas of screwing up the repairs or anything else that would cause harm to us. If you do, your Spark is forfeit! Understood?" stated Jack with Knock Out and Ratchet nodding in understanding while two Insecticons brought in Hardshell.

"You won't get any problems from me Jack. All I ask is that you honor your end of things by sending me to a neutral location where I can be picked up after I'm done," said Ratchet while he saw Jack nod.

"Don't pull any kind of scrap and you'll leave this place the exact same way you entered with your body intact," replied Jack with Ratchet nodding and Knock Out doing the same with a bit of reluctance.

"Let's get to work Knock Out," ordered Ratchet with Knock Out grumbling.

"All right! All right! We should get this over with before these brutes decide to tear into my paintjob," said Knock Out and nearly jumped out of his own body when one of the Insecticons moved slightly forward in an intimidating fashion.

"Please Knock Out! For once in your life, keep your mouth shut unless its about anything Medical we need to do here, and don't insult the Insecticons under your breath. They are known to have excellent hearing," stated Ratchet while picking up Knock Out's Medical Kit and put it in front of Hardshell while the Insecticon gave a dangerous hiss to tell the Autobot Medic to tread carefully.

"I've noticed," grumbled Knock Out though he shut up after that and went to work with Ratchet on healing Hardshell.

"I leave them in your capable hands my Queen," replied Jack in a whispered tone while Airachnid nodded and kept an eye on them both while petting a still nervous Laserbeak.

"Go my King. Bring your Queen back her gift and reap your reward upon returning," said Airachnid with Jack grinning and giving her a passionate kiss.

"I intend to do just that!" replied Jack before he left for the hidden section of the base not far from this cave.

(With Cylas and Bulkhead)

"Your movements are slow. You're walking with a limp. And you're favoring your left side," commented Cylas while seeing Bulkhead glaring at him.

"I'll show you slow," said Bulkhead, as he tried to land a hit on Cylas, but the man behind the dead Decepticon body was just too fast, had military training, and easily dodged or countered the brawling style of the former Wrecker.

"Indeed you have," commented Cylas, as he dodge two hits, blocked one more, and then hit Bulkhead with his hammer that sent the former Wrecker onto his back.

'It can't...end like...this,' thought Bulkhead while wondering why the others were taking so long in getting to him.

"Goodbye Bulkhead. Soon you will see your former enemy on the other side," remarked Cylas, as he moved to bring his hammer down on Bulkhead's skull, and end the Autobot's life on the spot.

And Cylas probably would have killed the former Wrecker too if not for the massive fist that hit him right in the face from the side that came out of nowhere. The impact of the fist sent Cylas bouncing back multiple time until he was face down and slightly skidding before being able to make an attempt at standing up.

"Hello Silas," said Jack while his Insecticons landed near Bulkhead with orders to keep him pinned down until further notice.

"Do I know you? You're not one of Megatron's grunts and you're definitely not one of Prime's either. You're something else all together," remarked Cylas while Jack smirked at him.

"I'm everything you wanted to be Silas. Technorganic perfection from top to bottom that was done on a genetic level," answered Jack with Cylas himself snarling.

"Its _Cylas_! And I am far more advanced then you could ever even imagine. I am the true symbiotic organism that has merged man and machine together!" stated Cylas while Jack let out a chuckle of amusement.

"I don't care what you call yourself now. What I do care about is bringing you back to my Queen, who would like to speak with you, and take your head off to mount on her wall as a trophy," declared Jack with Bulkhead looking at him in shock at what he was seeing and hearing.

"Your Queen? You speak as if I know her," said Cylas while in a fighting stance with Jack bringing his sword out.

"You do. You worked with her once to trap an Autobot and nearly got caught when a kid outsmarted you during your moment of supposed superiority," remarked Jack while his optics seemed to be glowing while Cylas's yellow optics widened in surprise knowing no one else knew about that except the boy that did it.

"It can't be! There is no possible way a sniveling little boy like Jack Darby could ever have a remote chance of becoming this creature!" exclaimed Cylas, as he attacked Jack while the technorganic warrior letting out a cruel chuckle, and the two clashed violently against the other.

Unlike Bulkhead, who was brawler with a handicap at the moment, Jack was fresh, full of energy, and could move much faster then the bulky form of Breakdown that Cylas was commanding. Not only that, but Jack noticed how Cylas only used on arm that was his hammer arm to strike while leaving his other arm at his side, and left himself open for an attack. Something Jack exploited when his sword clashed with Cylas's hammer and Jack used his own free limb to ram a fist right into his enemy's lower torso with enough force to leave a nasty hole leaking energon. Cylas fell to his knees and got a knee to the face that landed him on his back.

"You haven't been kept up to date on current events Cylas. But don't worry that deformed body of yours too much. My Queen and I will be more then willing to do that using the very same approach you've used when you were running M.E.C.H. back when your body was all human flesh," replied Jack with a cruel grin spreading across his face and it was clear based on Cylas's expression written on Breakdown's face that he knew full well just what that approach was.

The _hands-on_ approach.

"No! I won't let you take me. Lord Megatron, I need a Ground Bridge to my coordinates right now. I'm being attacked!" said Cylas into his Comm. system and awaiting a reply.

_"Cylas, I entrusted you to take care of the Autobot's 'human factor' you boasted gave them a clear advantage. Now I find you are not only incapable of removing it yourself given your own weak fleshiness, but now you want my assistance despite having nothing to offer me in return,"_ replied Megatron loudly for Jack to hear.

"Please Lord Megatron. I can still be of service to you. I'm surrounded on all sides and about to be taken prisoner!" pleaded Cylas while staring up at Jack while his foe stared down at him before motioning several Insecticons to come over to their position.

_"How could you possibly still be of service to me Cylas? You gave me your best with that pathetic excuse for a satellite and even then that primitive piece of human technology was hacked before being destroyed by said humans under Optimus Prime's command! You gave me the best you had to offer in terms of your service and failed miserably. Your failure has cost me on multiple levels and I'm cutting my losses. This is goodbye __**Cylas**__!"_ countered Megatron while several Insecticons picked up Cylas, who began struggling, and now pleading for mercy.

"Please Lord Megatron!" pleaded Cylas once more, but was silenced by Jack's fist to his face, and pulled out the Ground Bridge device to make a portal for them just when the rookie Smokescreen appeared to see one enemy dragging away another into a Ground Bridge.

"Who knew that the great and powerful Cylas, former leader of the infamous M.E.C.H. organization was such whiner, and sore loser," commented Jack sarcastically though he let out a small chuckle at the end before entering the Ground Bridge with the Insecticons carrying Cylas away.

"Wait! Wasn't he just at the military base our team was just at while trying to stop the Decepticons from getting control of the satellite?" questioned Smokescreen, as he helped Bulkhead up, and saw the former Wrecker nod.

"Yeah. Though I'm not going to complain. He did save my aft back there. Granted it was probably for his own personal gain, but Jack or the Insecticons didn't finish me off, and that...that says something," replied Bulkhead with Smokescreen.

"Maybe, but I wouldn't bet energon on it. Come on, we have to get you back to base before he decides to come back, and capture another member of Team Prime," said Smokescreen with Bulkhead looking at him in surprise.

"What do you mean capture another member of Team Prime?" asked Bulkhead while being carried away from the area.

"Someone broke into the base and kidnapped Ratchet. From what Optimus could see from the excess webbing left behind, Airachnid got into the base, and took him out of there back to hers," answered Smokescreen while Bulkhead's optics widened in horror.

"Oh scrap," whispered Bulkhead with Smokescreen nodding.

"My thoughts exactly," said Smokescreen in agreement.

(_The Harbinger_-With Jack and Airachnid)

Jack had the Insecticons drag Cylas into the base away on the other side of the base _away_ from where Knock Out and Ratchet were working on repairing Hardshell while a large group of Insecticons watched them from all angles. They heard everything said, every action they did, and used their link with Hardshell to see if either Medic was trying to do something horrible to his systems in secret.

Fortunately for Jack, the half of the _Harbinger_ his forces occupied had a still functioning torture room meant for Decepticons to extract information out of Autobot prisoners when they were captured. Something Airachnid had shown him during their initial tour of the base when they arrived and he commanded the Insecticons to put Cylas in the necessary energy binder restraints that would hang an Autobot suspended in the air.

"Still with us Cylas?" asked Jack with Cylas letting out a groan.

"Barely," replied Cylas with a hint of sarcasm.

"Good! I was hoping I didn't damage your outer structure too badly when putting a hole in it. For a moment, I thought your inner human body hooked up to Breakdown's body would shut down in the process, and ruin my Queen's chances of making you scream out in pain," replied Jack with Cylas snarling with Breakdown's face expressing it.

"You actually think I am without allies? Just because I left M.E.C.H. and Megatron has abandoned me doesn't mean I am without resources," said Cylas defiantly at Jack.

"You exaggerate. I know you Cylas. Or rather I know your personality. You stick with what you have, using it to its maximum potential, but when something new comes along that's bigger, and better then what you've been using...it gets thrown away!" exclaimed Jack before he laughed at Cylas's angry face.

"So what if it is? My troops are loyal to me no matter what. I could stab them in the back a thousand times over and they would still stay loyal to me," countered Cylas while Jack shook his head.

"You are a fool Cylas. You burn bridges with those around you believed to be inferior, not even caring about how valuable these things, or people really are when the time came to call on such resources for help. With the M.E.C.H. organization you led and I imagine the burning happened in a literal sense. I can see it in your optics I'm dead on about my assumptions. M.E.C.H. is dead, isn't it. The head of the snake finally bit its own the tail and consumed itself," replied Jack with Cylas looking away from him and proved the technorganic Cybertronian's words were indeed correct in his assumptions.

"As if you are any better. You left the Autobots to stake your own claim in their war and partnered up with that treacherous spider bitch you seem to covet," countered Cylas and was rewarded with a backhanded strike to the face that took off a piece of his paint along with his replacement eye.

"_Never_ speak ill of my Queen again," said Jack while the Insecticons in the room hissed at Cylas angrily.

"Why should I listen to you? I'm going to die soon anyway," stated Cylas with Jack now smirking at him.

"True, but you have to admit your insults just makes us want to hurt you more. Right my Queen?" replied Jack, as he turned to see Airachnid walk into the room with Laserbeak in her servos, and was surprisingly still in one piece.

With the exception of a few scratches along its back.

"Indeed my Jack. Is this my present? Its wonderful! You shouldn't have! Hello _Cylas_. I see your own looks have changed, but not improved since we last met. If anything, you're even more pathetic then when I had you in my web, and the urge to rip out your organs was almost impossible to stop," replied Airachnid, as she now handed Laserbeak over to Jack, kissed him on the lips, and made her way over to Cylas.

"I could say the same for you Airachnid," countered Cylas before he was cut sharply across his face by one of Airachnid's spider appendages.

"Oops! My bad. I tend to get violent around stupid and inferior beings when they think its okay to insult me," remarked Airachnid, as she ran a single finger down to the massive hole Jack had made with his fist, and peeled the strands of Cybertronian metal back before reaching inside.

"What are you doing? Stop!" exclaimed Cylas while staring at Airachnid's smirking face.

"Squeamish already? How pathetic," commented Airachnid, as she reached deeper, and yanked out a few systems with the result making more energon leak from his body.

"Just shows you a person's true colors when they're put in a situation outside of their comfort zone. Makes you wonder how he really got those scars on his human face?" commented Jack and saw Airachnid smirking slightly from the angle that he could see it.

"I'm not interested in human war wounds my Jack. I'm interested in making this piece of scrap suffer. Do you wish to join in?" replied Airachnid with Jack shaking his head.

"No. I already got my own hits on him. Besides, this is my gift to you, and you alone. I'm not going to deprive you of this special moment where you can cause an old enemy pain and get a two for one trophy deal out of it," answered Jack with Airachnid looking at him with joy in her spidery optics.

"Isn't my Jack just the most loving partner a femme like me could ask for? Arcee doesn't even know what she's lost. Oh well. Her loss in my gain," said Airachnid to Cylas, as she drooled now at the prey that stood before her, and was pleased to hear him whimpering in fear.

"Enjoy yourself my dear. I'm going to check up on Hardshell and see if our two Medics are still doing their job," declared Jack, as he saw Cylas struggle, pleading with Airachnid to not harm him, and spoke of false promises of unique advanced tech in M.E.C.H. store houses all over the world that were kept on ice until a better understanding of them could be reached.

"By the time I get through with you _Cylas_, you will tell me everything I want to know in connection to those places _regardless_ of how badly I hurt you, and believe me when I say I'm going to enjoy causing you unspeakable pain. I will make you scream so loudly that even Unicron the Chaos Bringer himself will hear your cries and wails of agony," said Airachnid, as she let her spidery limbs spread out, optics hungry, and the drool practically overflowing from the mouth.

Oh yeah. This was almost going to be better then sex with Jack.

Almost!

(With Ratchet and Knock Out)

"I can't believe this scrap. Here I am, the great Knock Out, the Decepticon's Chief Medic, stuck here in this filthy cave with Insecticons, and repairing one of the brutes while the others are watching my every move. To make it even worse, I am helping an _Autobot_ as his _assistant _in repairing one of them. Wonderful! Just wonderful!" whined Knock Out, as he threw his medical tool on the ground, and it broke violently on the ground.

And was backhanded hard by Hardshell's now fully working arm for his whining.

"Knock Out! I needed that!" exclaimed Ratchet in a whiny tone before jumping back from Hardshell when the Insecticon turned his attention to him.

"Quit your whining and repair me! I must be in top fighting form to serve my King and Queen in battle!" exclaimed Hardshell with his little patience with the two already getting pretty slim.

"Please tell me that I don't have to make an example out of one of you two Medics for doing something stupid," said Jack after walking into the cave area to see the situation in front of him.

"I'm doing my job! Its Knock Out. All he's been doing in whining about how he's being forced to do this and won't shut up about it," replied Ratchet, as he looked from Jack to the slightly quivering Laserbeak held securely in his servo.

"I see. Well, I can't punish you Ratchet since you are doing your job despite the fact its being done on an Insecticon. Knock Out on the other hand...," said Jack before snapping his fingers and pointed to a nervous and backpedaling Knock Out.

"N-Now wait just a nano sec here. You have to understand my position! I have standards and healing Insecticons are below me," protested Knock Out with two Insecticons easily landing behind him in flanking positions and grabbing both his arms.

"Jack is you rip off his arms, he can't help me repair Hardshell. It will take me twice as long without him," added Ratchet though while he didn't want to repair the Insecticon or work along side a Decepticon like Knock Out...he also didn't want to see the Insecticons rip apart someone before his very optics.

"Point taken," conceded Jack with Knock Out sighing in relief.

"Thank Primus," whispered Knock Out.

"You! Rip off the arm you're holding," commanded Jack to the Insecticon holding Knock Out's left arm.

"What?! No! Wait!" exclaimed Knock Out, but his pleas went unanswered, and he cried out in pain at having his arm ripped off.

"You! Tear a chunk of his leg off, but leave enough for him to walk around with a limp," commanded Jack to the second Insecticon with a chunk of Knock Out's legs now missing in the process.

"AAAHHHH!" cried out Knock Out before being freed from their grip.

"You can still repair Hardshell with one arm and a damaged leg, right?" asked Jack with Knock Out leaking energon from his mouth along with his damaged leg and his shoulder where his arm had once been.

"Damn it! When I get back and report this outrage to Lord Megatron, he will unlea-ack!" answered Knock Out was silenced by Jack grabbing him by the throat and lifting him off the ground in a crushing grip.

"Megatron will do _nothing_! He can do _nothing_! I hold all the cards. I hold a crucial part of Soundwave's abilities in my right hand. I hold his only Medic in the other. I can crush you both and not give two scraps about the outcome that follows when I return you both to him. So here is how it will work, you help Ratchet fix Hardshell without any further complaints on your part, and _maybe _just _maybe_ I let Ratchet patch you up out of some form of merciful reward for doing your job. But if you whine again or so much as snarl, sneer, or glare while doing your job I will have my Insecticons rip you in half, and send your remains back to Megatron while having Laserbeak here record the evisceration of your body to have Soundwave playback for your Master to watch over and over again! Are we clear Knock Out?!" exclaimed Jack with Knock Out nodding quickly.

"Crystal clear," whimpered Knock Out before being thrown by Jack toward Hardshell and landing right in front of the Insecticon.

"Do not test me again Knock Out. The same goes for you as well Ratchet. Consider this your shared freebee in not being ripped to pieces by my Insecticons or myself. Ultimately when you think about it, I only need _one_ of you," threatened Jack before walking away and sent a silent command to the large group of Insecticons in the room to keep watching the two Medics with careful optics.

The last thing Jack needed right now were those two Medics causing him problems where he didn't want them.

(A/N: YAY! A nice super long chapter for you guys to tied you over for now. Hope you liked it. Until next time...PEACE!)


	6. Chapter 6

Chapter 6-From Bad to Worse

Everyone at the new Autobot Base were worried for Ratchet's well being, his presence was clearly shielded, and tracking him was impossible at this moment. When the team arrived at the old base, they saw the webbing, and new instantly it was Airachnid that took Ratchet. They decided to clear out what was left of the base by that point and setup shop at the new one conveniently located at an army base with proper shielding from Decepticons. Sitting in his own see-through glass home was the Quintesson Five Faces, who had grumbled for awhile about the inadequacies of using human technology, and needing to make Cybertronian tech using what resources were at his disposal. Fortunately for Team Prime, the Quintesson had proven his worth under their watch, and therefore his complaints were tolerated.

Though they still kept a very close watch on him through every available means on hand despite the fact Five Faces could leave using the portable Ground Bridge device before they could ever stop him. Not that he had anywhere to go and Five Faces certainly wasn't going to go to the Decepticons since they would simply extract what they need from the squid like Cybertronian and then throw his body in the scrap pile.

"It doesn't make sense. Why would Airachnid kidnap Ratchet? It makes better sense for her to end him?" asked Arcee since Airachnid's standard practice was maim and butcher her enemies

Never capture. Not unless they had value.

"What I wonder is why Jack let Bulkhead live? Don't get me wrong, I thank the AllSpark for that, but it doesn't make sense since the Insecticons were there, and we all know those guys know how to hold a grudge," added Wheeljack with Optimus in thought about what he had seen.

"There is more to Jack's plans than either of us know. When we entered the military base to confront Soundwave for the codes to the Damocles satellite, he was standing across from Jack, and several Insecticons. It was clear he had been in a fight with them, but was spared for a reason we do not know, and might have formed some kind of truce with the Decepticons," stated Optimus with the others looking at him in surprise.

"Jack? Making peace with Megatron? No offense Optimus, but that's absurd! If that were true, I would have been scarp by now, and Silas wouldn't have been taken away to be torn apart by Airachnid," countered Bulkhead with Optimus thinking things over.

"Maybe one of them requires medical help?" offered June with the others looking at her now.

"What do you mean June Darby?" asked Optimus with the woman looking a bit shy at being put on the spot.

"Well...Ratchet's expertise is in healing or rather repairing those like you, right? Since Ratchet was captured by Airachnid, perhaps she just needs him for some kind of medical procedure," added June with Optimus nodding.

"Perhaps. That is the distinct possibility Mrs. Darby. Though if that were true, who would Ratchet be treating? Airachnid? Or Jack?" asked Optimus with the others being unsure.

There thoughts on the matter behind Jack's plans were interrupted by Bumblebee coming in with Smokescreen with yellow Scout making beeping, whirling sounds, and it was clear the Autobot wasn't happy.

"You got caught on camera again with Smokescreen?" questioned Raf, as he went to his laptop, and found the pictures before deleting them.

"It wasn't my fault! Honest! The guy cut me off," protested Smokescreen while Optimus showed signs of frustration with their newest recruit.

"Smokescreen, you need to show better restraint. If humans the world over were to learn of us, the chaos that would erupt from it would be uncontrollable, and would demand answers to why we are here. If they learn of our secret war with the Decepticons, they would demand we leave, and take the war elsewhere. Something we could not do, even if it was possible, and make us their enemies for not complying with their wishes," replied Optimus with everyone frowning.

"A world wide version of M.E.C.H. could form and we would be on the run from all humans as well as the Decepticons," added Arcee in a depressing tone.

"That wouldn't happen! Not here anyway. Fowler could explain what would happen if you guys left. The Decepticons want this planet! Wiping you guys out is just a bonus for them! exclaimed Miko from where she and Raf were in the human section of the base.

"While that is most likely true Miko, it doesn't change the fact Smokescreen's actions are making it very difficult to remain covert." countered Optimus with Smokescreen looking a bit sheepish.

"Not to mention his choice of an alt mode isn't exactly one that says 'I'm just an average everyday car and not a robot in disguise' when he uses it," added Arcee with a sense of bitterness.

"What? I think I look good in my alt mode. Its not my fault you're jealous," protested Smokescreen before he was grabbed roughly by Arcee and was optic to optic with her.

"My former partner has been turned into a technorganic Cybertronian, is with my mortal enemy, is leading a third faction against us, and you _think_ I'm _jealous _of your alt mode? Of your paintjob?" asked Arcee with her anger rising and she was one second away from punching Smokescreen's optics out.

"Uh...maybe?!" answered Smokescreen with Bulkhead face palming.

"Oh scrap," mumbled Bulkhead before hearing Arcee cry out in rage and punch the new recruit right in the face.

"You waste of space for a pile of scrap! If it wasn't for the fact we need you among our ranks to fight the Decepticons, I'd rip out your Spark myself!" exclaimed Arcee, as she smashed her fist against his face, and had to be pried of by Bumblebees with an assist from Wheeljack.

"Enough! I will not allow infighting to happen among our ranks and Autobots attacking other Autobots. Perhaps what Smokescreen needs, is someone capable of helping him understand the world around him, and being discreet when it comes to interacting around humans. What Smokescreen needs is a reliable human partner with such an ability to help guide him like the others here have done," offered Optimus with everyone looking at him now.

"Uh...no offense Optimus, but _who_ is qualified to help Smokescreen?" asked Bulkhead since human partners were not vast in number to choose from.

"Me! Me! I'll do it!" exclaimed Miko with everyone looking at her like she was nuts.

"Hah! I may not be apart of your group on an official basis, but even _I_ know that is a recipe for disaster," remarked Five Face from his little spot in the base where he was working on some tech.

"No one asked you!" countered Miko with a scowl on her face.

"As much as I want to disagree with the Quintesson, I think he has a point kid. You're a Wrecker without question and quite the rambunctious one too. Trying to help the new guy learn how to be quiet isn't exactly something you're known for," added Wheeljack with Miko deflating at bit.

"Well who else could do it? Raf? He's too shy! June? Fowler? Smokescreen will give the two of them heart attacks with his way of driving. Who better to keep the high octane race car in place, then someone that loves driving in one, and knows about the world?" countered Miko with Bulkhead groaning while no one could really dispute it.

_"She does make a valid point. Sort of,"_ added Bumblebee after putting Arcee down.

"And what happens when the Cons attack them when detected? Is Smokescreen going to charge into battle with Miko in the driver's seat?" questioned Arcee with Miko glaring at her.

"Like you did with Jack when Airachnid crash landed here?" countered Miko with Arcee looking ready to shoot energy from her eyes with the girl being the target.

"That's enough! Miko, until further ordered, you will help Smokescreen with blending into human society, and ensure he keeps a low profile," ordered Optimus, as he saw Miko jump around excited, and Smokescreen smiling while rubbing his face.

"This is a disaster waiting to happen," mumbled Arcee since she didn't think Miko could bring Smokescreen around, but rather make things worse, and create a big fat mess in the long run.

It always did with Miko.

(_The Harbinger_-With Jack and Airachnid)

"How are you feeling Hardshell?" asked Jack with the Insecticon looking better each time he came to see him when Airachnid didn't.

"Much better my King. Soon I will be at full strength once more and ready for a fight," replied Hardshell while Ratchet was working on his side with Knock Out working on his leg.

"Excellent. Any complications?" asked Jack to Ratchet, who stopped his work to look at him, and then go back to fixing a particular nasty section on Hardshell's body.

"Not really. I'm actually surprised Megatron let this happen. While I do not care for the Insecticons in general, I do frown upon the idea of leaving one of our kind to fall apart from rusting, or fall apart on the spot due to such extensive injuries," replied Ratchet with Knock Out grumbling again.

"Speak for yourself Autobot. You're not the one looking like scrap here because these things," remarked Knock Out with Hardshell hissing at him.

"Silence your mouth you vain fool. I will be made complete so I can join my King and Queen in glorious battle against their enemies!" bellowed Hardshell and let out a war cry with the other Insecticons in the cave doing the same.

"Knock Out's complaining aside and the Insecticons getting into a frenzy, we should be finished within the hour," replied Ratchet with Jack nodding.

"Good. I'll be back by then to checkup on you," said Jack before walking out of the room to do something else.

More importantly keep an eye on Decepticon and Autobot activity.

"All is quiet on the communication front among the Decepticons. Though considering Soundwave being crippled by us may have something to do with it," said Airachnid, as she held Laserbeak in her servos, and petting him in an almost affectionate manner.

"We hold a key piece of Soundwave in our hands my love. Without Laserbeak attached to him, Soundwave will be crippled, and his use to Megatron will sharply decline. It won't be long soon after that his service would no longer be required and the Decepticon Leader finds an excuse to...remove him," replied Jack with Airachnid smirking.

"Yes. Megatron would do that. Though Soundwave is but one Decepticon we have to remove before going after Megatron. We also need to go after Dreadwing and there is still the chance of Starscream making his presence known. While he is not a threat, the Apex Armor is one to whoever wears it, and until the relic is in our hands my Jack...I don't like the idea of anyone of our enemies being in possession of such power," said Airachnid with Jack nodding.

"Which is why we are going to do a little relic hunting ourselves. We already have the red energon and its being processed as we speak. All we need now is something that will turn the tide further in our favor. A relic that isn't temporary like the red energon, but just as powerful, if not more fearful then the Apex Armor. A relic that will help bring both Megatron and Optimus Prime to their knees in fear," replied Jack with his mind deep in thought on how to do it.

"Unfortunately, we have no way to access the Iakon database on Megatron's Warship, and even if he did I doubt we could decode the entries," commented Airachnid with Jack smirking.

"We don't have to my dear. Why do the work of retrieving and decoding entries within the database when the two warring factions that have them have been doing it for us. When they move to take a relic from its buried location, we will know about it, and when that happens...we swoop in to take what they find," answered Jack with Airachnid now smirking at him.

"A good old fashion smash and grab. I like it! Not bad my Jack," said Airachnid, as she kissed him passionately on the lips, and jack returning it.

"I aim to please my Queen," replied Jack desiring to ravage her right here on the spot.

And he probably would have if not for the fact Laserbeak was fluttering in protest with its chirping at their close contact making its own space becoming cramped.

"Annoying little pest. You're lucky your value to us warrants being in one piece," hissed Airachnid, as she sensed what Jack wanted to do to her, and the only thing stopping him from doing it with her enjoying it was this little annoyance in her servos.

Sadly, the adage of "Business before pleasure" seemed to make itself known.

"Patience my dear. Ratchet and Knock Out will be finished soon. When that happens we can get them away from our base and get some personal alone time," soothed Jack with Airachnid keeping her temper in check.

Losing one's temper always seemed to mess with what one wanted in life.

"My King! My Queen! The Insecticons guarding the two Medics say Hardshell has been fully repaired," called out Bombshock with Jack raising a metallic eyebrow.

"I was under the impression it would take longer," replied Jack suspiciously.

"That is what we all thought as well, but Hardshell himself has mentally confirmed his body is strong internally while the Insecticons watching his repair report his external structure is intact," answered Bombshock with Jack frowning further.

"You suspect foul play?" questioned Airachnid seeing Jack's frown.

"Maybe. I doubt Ratchet would try anything, but Knock Out is a different story. Doesn't matter, even if Knock Out did something, I was planning to have Ratchet give Hardshell a once over scan, and see if the not so good assistant tweaked what he shouldn't," replied Jack with Airachnid nodding.

With that in mind, Jack along with Airachnid walked through the tunnel that bridged the area between the wrecked ship for a base, and where Hardshell was being or rather _had been_ repaired. Sure enough, Hardshell was indeed looking fully repaired, and let out an Insecticon war cry that echoed around him.

"My King! My Queen! Your humble yet mightiest of servants is ready to serve and fight for you!" exclaimed Hardshell, as he kneeled before the two, and were giving him a once over with their optics.

"You were repaired faster then expected," commented Airachnid, as she looked from her loyal servant to that of his Medics, and watching their reactions.

"The damage externally was not as bad as I first thought. Normally, my Medical Kit is filled with tools forged from human technology, and using parts even they consider to be outdated. While I distaste using Decepticon tech, it has proven to be useful in speeding up Hardshell's recovery, and making my job that much easier," explained Ratchet while being a respectful distance from Hardshell with Knock Out doing the same.

"Run a full scan on him Ratchet. I know you can with your arm," commanded Jack with Ratchet frowning.

"I just did after finishing my work," protesting Ratchet before seeing Jack glaring at him.

"I don't care. I won't let you two out of here until a scan is done in my presence. I trust you do a good job Ratchet. Its your assistant that I have reservations about," replied Jack coldly with Knock Out glaring.

"I can _reluctantly_ see your point Jack. Don't move Hardshell. If I'm going to get an pretty accurate reading of your vitals, you will have to keep your movements to a minimum," said Ratchet with Hardshell hissing at him for giving an order that did not come from his King or Queen.

"Anything unusual?" asked Jack when Ratchet finished scanning.

"No. Perfectly repaired from top to bottom," answered Ratchet with a hint of pride in his voice since he did most of the repair work himself.

"Excellent! Hardshell, go rejoin with the others, and get some energon in your system. I have a feeling you're going to be on the front lines real soon," commanded Jack with Hardshell nodding before he transformed into his bug mode and took off down the large tunnel.

"All right Jack. We have finished what you brought us here for and I respectfully ask that you allow us to go to a neutral location to be picked up by our chosen sides," said Ratchet with Jack thinking it over in his head for a moment.

"We don't have to honor the agreement Jack. We could snuff their Sparks out right now," offered Airachnid with Ratchet and Knock Out going tense.

"We could. We probably should. _But_ we won't!" said Jack with a grin on his face.

"Thank the AllSpark," whispered Ratchet before he along with Knock Out were suddenly grabbed by two Insecticons each.

"Airachnid will send you both to one neutral location which the two of you can share while calling your sides for pickup. How you get back to your bases before the opposition each of you works for is your own damn concern," replied Jack before taking Laserbeak off of his Queen's servos and kept its visual sensors away from the portable Ground Bridge device.

"Let's see. Where to send you two? To a isolated island perhaps? Maybe an _unstable_ island at that? Or maybe I should open up a Ground Bridge where the other side is just short drop into a volcano?" offered Airachnid with both Medics looking a bit nervous.

"Airachnid, be nice to them. Besides, you may never know how useful one, or both of them might be in the future. Send them somewhere with a desert. The sand should keep them from driving too far from where you're sending them," said Jack with Airachnid grinning at him.

"I know my Jack, but its in my nature to make the enemy worry," remarked Airachnid, as she put in the coordinates for the desert outskirts in the state of Nevada, and saw the two Medics getting shoved through the portal by the Insecticons.

"Careful my dear. The last thing we need is for our enemies to become allies against us," cautioned Jack after throwing Laserbeak through the portal before it closed.

"You're right. We should at least prevent that...until we get a means to crush them both," replied Airachnid with a smirk on her face.

"Which we will and ironically enough...our enemies will be making that happen while being none the wiser." said Jack before picking up Airachnid and was now moving toward their quarters for some alone time.

Some much very needed alone time.

(Autobot Base Omega Outpost 2-Days Later)

"I can't believe I'm saying this, but...I miss our old base," remarked Ratchet sourly.

"Why? It much roomier then before and the Quintesson has provided us with stronger energon scanners to find deeper nerves that not even Megatron has found yet," countered Arcee in a rare happy mood since they increased their energon supply because of the Quintesson's help.

"I have a name you know," remarked Five Faces in a mood that could rival Ratchet's own.

"I still can't believe Jack let you go!" exclaimed Bulkhead, as he had hugged Ratchet in a massive "bear hug" as humans called it, and the grouchy Medic protested the entire time.

"Well he did. Though I got the impression it was only because of my expertise as a medic being used by him in the that allowed me to come back here in one piece. Though I can't say the same for Knock Out," replied Ratchet with the others nodding since their Medic had told them about Knock Out and himself being used to assist in repairing Hardshell.

"At least you had the presence of mind to not do anything stupid that would make you look like Knock Out's grumpy old brother Doc," commented Wheeljack while Ratchet grumbled.

"How is Miko handling her assignment so far if I dare ask?" asked Ratchet in order to change the subject.

As if to answer his question, Smokescreen came into the base, opening his door to let Miko out, and the two were laughing hysterically. Ratchet himself rolled his optics, as he knew full well when Miko was like that, scrap had hit the fan, and now it seemed to be even worse because of Smokescreen.

"Did you the look on his face when he saw his car?" asked Smokescreen while laughing and Miko was doing the same.

"Oh yeah! And I got the pictures to prove it! Smokescreen and Miko one! Vince the jerk and bully from school zero!" exclaimed Miko, as she was excited to post these pictures online, and make sure everyone knew it was Vince's car that was covered in food.

"And just _what_ were you two doing exactly?" asked Arcee with a raised eyebrow.

"Um...putting the hurt on a jerk and bully?" answered Smokescreen shyly.

"I don't think defacing human driven vehicles was what Optimus had in mind when he had assigned you two together. It defeats the purpose of keeping a low profile if you do things that makes that _impossible_!" exclaimed Ratchet in frustration and anger from having deduced what they did from the conversation the two had amongst their laughter.

"Relax Ratchet. Smokescreen didn't transform and no one knows he's a talking hotshot robot in disguise. Besides, I was the one doing the defacing, and only because Vince was talking trash about Jack. He kept going on and on about how Jack was a punk for leaving school and how his Mom was just as bad if not worse. I'm not even sure I should repeat what he said!" replied Miko with Smokescreen nodding.

"Yeah. He was a jerk. I may not know much about Jack, but I know a bully when I see one, and this Vince kid had that look in his eyes that if he were Cybertronian...he would definitely be a Decepticon," said Smokescreen with a small grin on his face.

"All the same Smokescreen, please refrain from these kind of actions, as it will get Miko in trouble with those who enforce human laws, and thus will cause Agent Fowler to step in when his services to our cause could be used elsewhere," commanded Optimus with Smokescreen standing at attention and saluting.

"Yes sir Optimus! Sorry sir!" replied Smokescreen in all seriousness with the Prime going back to decoding the next relic.

"I still wonder why the Decepticons have been so quiet lately?" questioned Arcee in order to get back to the business at hand.

"Maybe it has to do with Soundwave, Laserbeak, and Knock Out being on the injured list after the hurt they got from Jack. I mean, you guys said Soundwave was damaged, Knock Out was a mess when he left with Ratchet, and Laserbeak clearly had a few marks on him too when thrown out of the Ground Bridge," offered Bulkhead with Bumblebee nodding in agreement.

"Jack has spent a great deal of time with us. Learning from observations he's seen when we act and at the same time learned much from the Decepticons from what little time was spent near them. Add in Airachnid's own experience, our former human companion is becoming a skilled tactician we can only begin to predict, and have yet to understand his methods," replied Ratchet with Optimus nodding.

"Jack is on a side that will support the Autobots or Decepticons when it suits him and his Queen when they want something. He has proven that on many occasions when it comes to fighting a side that stands in his way. First, the fight against Starscream in his Apex Armor over the red energon, and then again when we fought the Decepticons to stop the codes for the Damocles satellite being taken. It is imperative we do not let down our guard and keep a sharp eye on our flanks more often just in case Jack decides to attack us in that fashion," replied Optimus before the system terminal he was working in order to reveal the next location for an next Iakon relic switched to a map showing a signal for one of the Iakon beacon's going off somewhere in China.

"The Decepticons must have found one," concluded Ratchet with Optimus nodding.

"Then we must get to it before Megatron can escape with it," replied Optimus before a Ground Bridge was opened for him, Bulkhead, Bumblebee, and Arcee.

"Awesome! Time to kick some Con aft!" exclaimed Smokescreen, but was stopped by Ratchet.

"Not so fast. You and Miko are staying here. Wheeljack will be on call for backup," said Ratchet with both Autobot and girl whining.

"But why? If this is about the prank I pulled on Vince with Miko, you can't deny the guy deserve it!" protested Smokescreen with the others already gone.

"Whether or not the human in question deserved it is irrelevant Smokescreen. The point is, you assisted in the prank despite knowing that it could have comeback to bite you in the aft, and laughing about it when getting back here further proves disciplinary action has to be taken," said Ratchet with Smokescreen looking away while Miko fumed at being denied her chance to see what relic the others were going to find.

"Maybe if Vince threw a burger on Ratchet's alt mode, he would be singing a different tune about the jerk," mumbled Miko while Ratchet scoffed at the notion of reacting to something so...juvenile!

(_The Harbinger_-With Jack and Airachnid)

"This is slightly interesting," remarked Airachnid, as she heard the sounds of Jack's loud thunderous footstep getting closer to her, and felt his hands wrap around her waist.

"What is interesting my Queen?" asked Jack with Airachnid purring in her own way from the contact.

"The Autobots showed up on our scanners here with this Iakon beacon showing up earlier in roughly the same location," said Airachnid while pointing to the screen.

"So the Autobots have found a relic thanks to the beacon going off," replied Jack casually with Airachnid shaking her head.

"That's not the interesting part my Jack. Look, the Iakon relic, according to the beacon's transmitter, is now moving slowly away from them when they get close to it. At the same time, Decepticons have shown up _here_, at a different location on the other side of the world, and in large numbers," countered Airachnid with Jack raising an eyebrow.

"Now that is interesting. You said the beacon is moving away from them?" said Jack with Airachnid nodding and showing the coordinates for all moments the beacon was standing still before it was at a different location.

"I think Prime and his team are being led in circles," remarked Airachnid with Jack now smirking.

"That they are since the movements of the beacon are consistent with someone flying high in the sky while remaining hidden among the clouds. My money is on Soundwave since his alt mode is the silent and deadly type that embodies stealth to match his silent personality," added Jack while focusing on the Decepticons focused on another area all together.

"I'd wager the Decepticons found a relic and are using this decoy to keep Prime away from it," said Airachnid while Jack's grin increased.

"I'd also wager Megatron is there too and whatever it is must be the most valuable of the relics to date. Why else would so many troops be on the ground here? Hell, I'd wager the Warship itself is in the area!" exclaimed Jack with hunger in his eyes at the chance to fight Megatron.

"If that's true my Jack, then we should attack, and grab the relic before Megatron can," said Airachnid with Jack nodding.

"Agreed. Hardshell! Kickback! Sharpshot! Bombshock!" called out Jack with the four Insecticons appearing and kneeling at their feet.

"By your command we have arrived our Masters," they replied at the same time.

"Prepare two thirds of the swarm for battle while leaving one third to defend the base. We are going to war and are going to strike Megatron's forces hard to take what he wants most!" commanded Jack with the four Insecticons howling their infamous war cry and set out to get the others.

"I'm looking forward to ripping out so many Decepticon Spark chambers and mounting the heads of each one I kill on my wall. I need to add some more around Cylas's head. _Both_ of their heads," replied Airachnid, as she had made Cylas scream for mercy, and got quite a bit of information out of him before finishing the fool off.

"And you will. With Megatron's head being put at the top of the pile we make," stated Jack before kissing her passionately.

"Let's kill as many as we can my Jack. Let's make Megatron know what true fear is and the faces that define what he should fear. _US!_" exclaimed Airachnid with Jack nodding and letting out a roar that shook the ship violently.

"Open up the portal. I think its time I introduce my alt mode to you and just to be fair...to Megatron at the same time," said Jack before Airachnid smirked and put in the necessary coordinates.

"Let's rip out some Sparks," said Airachnid, as she along with Jack entered the Ground Bridge, and a large army of Insecticons following.

(With the Decepticons-10 Minutes Earlier)

"Hurry! Dig faster. The sooner we get this relic on board my ship the better. We cannot allow this weapon of the Primes to fall into Autobot hands," commanded Megatron, as he had tried to remove the Star Saber that they had uncovered during the initial excavation, and had tried to wield the weapon of the Primes in his hands.

Only to conclude it could only be wielded by a Prime.

"We will have to take a large portion of the mountain this weapon is buried in because of the powerful energy field coming from the sword my Liege," commented Dreadwing while noticing his Master was in a much angrier mood then he usual.

"Which is why we will attach it to the Warship and take it somewhere safe from Optimus Prime's servos Dreadwing," stated Megatron with Dreadwing nodding.

Not that far away, hidden behind large rocks and trees were Smokescreen, Wheeljack, and Miko currently watching things play out. Ratchet had recently detected the signal for the Iakon relic and the growing number of Decepticons in the area, but some reason he was unable to reach Optimus like he had hoped, and had no choice but to send Wheeljack along with Smokescreen to check it out. What he failed to consider, was that Miko would join them to see the possible fight, and take pictures with her cell phone.

"There are a lot of Cons here. Even the big man himself. Meaning he's found a powerful relic," commented Wheeljack with Smokescreen nodding slightly while zooming in with his optics on the Iakon relic the Decepticons had dug up.

"So what did old bucket head find? A super death ray? Some kind of matter destroyer?" asked Miko with Wheeljack smirking at her choice of words.

"That's...the Star Saber!" exclaimed Smokescreen in shock.

"The what?" asked Miko while trying to see better by squinting.

"Its a powerful sword forged by the Primes. Only a Prime can use it. If we can get this to Optimus...," said Smokescreen while Wheeljack smirked.

"The Cons will find themselves in a world of scrap," finished Wheeljack with his smirk turning into a full blown grin.

"Yes!" exclaimed Miko with small jump and fist pump into the air.

"We'll draw the Cons away from the relic. Miko, you need get in touch with Ratchet to let him know what is going on. Chances are, Prime is being played by a fake relic beacon," explained Wheeljack with Miko nodding and began to call base while the Wrecker and Smokescreen leaped from their hiding spot to engage the enemy in battle.

"Who in the Pits of Kaon is that?" demanded Megatron, as he recognized Wheeljack, but not Smokescreen shooting at his forces, and snarled at the sight of his warriors being blasted or sliced to pieces by the two Autobots.

"Mere Autobot pests my Liege. Allow me to take care of them both for you as your first Lieutenant," offered Dreadwing, as he engaged the two in battle, and decided to start with Wheeljack.

Given their past history fighting each other.

As for Smokescreen, he was blasting his way down the middle of the Decepticon forces by sliding on his wheels, and shooting everyone with the logo. When he got to the sword, Smokescreen tried to pull it out, but failed to make it budge, and was hit moments later by a shot to the back from Megatron's fusion cannon causing the Autobot to fall down. With Wheeljack still engaging Dreadwing, the Decepticon Warlord looked at Prime's newest recruit, and saw he was from the Autobot Elite Guard according to the symbol.

"And just who are you exactly?" questioned Megatron with Smokescreen smiling at him.

"Who me? I'm just your friendly neighborhood Con crusher," answered Smokescreen in a sarcastic tone with Megatron scowling.

"I see Optimus now has a comedian among his ranks. He should have told you I no more tolerate human humor as I do Autobot humor," replied Megatron with Smokescreen just shrugging.

"He failed to mention it. Maybe when he shows up soon we can have a talk about your lack enjoyment in the funny things this world has to offer," countered Smokescreen with Megatron's eyes narrowing before they went wide and saw the Ground Bridge portal opening not far from them.

"Optimus!" exclaimed Megatron angrily, but was surprised further when he saw it wasn't Optimus, or anyone from his ranks coming out of the energy vortex.

It was Airachnid, Jack, and the seemingly endless wave of Insecticons running out of the portal charging right at him. Smokescreen looked back in horror while Wheeljack and Dreadwing had stopped their fight to see the newly made third faction in the war appear ready for a fight.

"Kill them my minions! Rip the Sparks out of Decepticons and Autobots alike. Show no mercy!" commanded Airachnid, as she leaped into the air, and began her attack against several nearby Vehicons.

"You heard your Queen! Go through them! RUN OVER THEM!" yelled Jack with the war cry of the Insecticons echoing through the air with some of them diving down after transforming to smash their enemies to pieces through brute force.

"Run!" exclaimed one Vehicon trying to get away, but was grabbed by Hardshell, and ripped in half at the waist with the energon spilling over the Cybertronian insect's body.

Some Vehicons tried to drive away, but were jumped down on by the Insecticons landing on the front engine area of their alt mode, causing the back end to rise, be grabbed by the Insecticons, and ripped right off. The energon being spilled by the Vehicons was massive, as the sheer brute force, and overwhelming numbers of the Insecticons were decimating Megatron's forces. Megatron himself currently fighting Jack sword arm to sword arm in the middle of it all, neither one giving ground, and both fully intent on gutting the other with their chosen blade.

By this point, Miko was watching in shock, and slight horror at the sight of the battle turning into a slaughter for the Decepticons while waiting for Team Prime to show up. Unfortunately, the Insecticons near her position seemed to sense she was there, and were now trying to get to the girl hiding under the large rock formation. It was clear from the hungry for battle, yet still angry look on the face of the Insecticons that they recognized Miko, as the girl who nearly snuffed out Hardshell, and were going to get some much needed payback on her. Miko was trying to keep away from their claws, giving off a small scream whenever they got close, and inching back deeper into the rock.

While this was happening, Team Prime had finally arrived using the Ground Bridge of their own thanks to Ratchet Ground Bridging to them before heading back to base, and then opening up a new one to get to the real relic find. Optimus's optics widened in horror at the sight of the Decepticon forces being brutally slaughtered so violently, their energon smearing the bodies of the Insecticons like they were badges of honor, and a story of their battle prowess. In the center, Optimus saw Jack was fighting Megatron while Airachnid had joined the battle between Wheeljack, and Dreadwing since she had a score to settle with Megatron's current SIC.

"Arcee! Go assist Wheeljack against Airachnid, and Dreadwing. Bumblebee, you will get Smokescreen! Bulkhead, you will help me secure the relic," commanded Optimus with his team nodding.

"Wrecker!" exclaimed Hardshell, as he landed in front of a shocked Bulkhead, and eager for a fight.

"You! But...Wheeljack and Miko terminated you," said Bulkhead, as he had heard what Ratchet, and Knock Out had been forced to do but still had a hard time believing it.

"As if a mere Wrecker and human femme have the strength to take down the strongest of the Insecticon hive!" bellowed Hardshell, as he gave out another Insecticon war cry, and tackled Bulkhead to start the rematch they had both been itching for.

Bumblebee went into his vehicle alt mode and began to drive around the chaos of the energon spilled battlefield. Dodging bodies of Vehicons, the claws of Insecticons, and had to brake before going in reverse when one Insecticon rose from underneath the ground trying to claw at him. Eventually, the Autobot Scout managed to reach the new Autobot recruit, transform, and take down the two Vehicons watching over their prisoner.

"This is intense! Look at the carnage!" exclaimed Smokescreen from looking at the sheer magnitude of the fighting.

_"Get your head in the game! We need to secure the relic!"_ Bumblebee beeped at him and Smokescreen nodded.

"Yeah I know. Wait! Miko is over there. She sent a call to Ratchet to warn you guys!" said Smokescreen seeing the Insecticons tearing at the boulder holding Miko and clearly getting closer to their target.

_"Scrap! If anything happens to her, Bulkhead, and Wheeljack are going to have your aft!" _exclaimed Bumblebee before he and Smokescreen transformed to drive over to the rock formation to stop the Insecticons from grabbing Miko.

"Get away! Shoo! Where is can of bug spray when you need it!" exclaimed Miko, as she ducked under a clawed servo, and saw the Insecticons getting closer.

"Come here human girl!" bellowed Bombshock, as he reached for the girl, her position was trapped in the very rock boulder she had tried to hide in, and was within reach to be taken back to base to face Insecticon justice.

"Bombshock! Two Autobots are headed your way!" called out Jack, as he saw what was happening, and was pushed back by Megatron.

"Such loyalty for your comrades in protecting them from ambushes. How very Autobot of you," remarked Megatron, as he punched Jack right in the face, and the technorganic quickly retaliated by raising his left arm to reveal the hidden energy growing there since before the punch.

"At least I can still see!" countered Jack, as he fired the blast right into Megatron's face, and the Decepticon Warlord cried out in pain with his vision now failing him with a massive burn on his face.

Jack then hit Megatron with a shoulder tackle before moving to finish the job, but was stopped when he saw Airachnid was knocked back near him, and saw her opponents had apparently formed a temporary alliance against her. Snarling, he picked up Megatron, and threw him right at Dreadwing with the SIC catching his Master in a semi-prepared stated that forced them back.

Arcee and Wheeljack were still charging forward, having dodged the flying projectile Jack had sent their way and were not moving to fight the two technorganics. Looking over where the Prime was pushing back Vehicons and Insecticons, Jack knew the battle was still in their favor, but the sword the Prime was heading for could change that in one single moment. He could see why Megatron wanted to get it away from here and to a more secure location since its vast power was sensed the moment they came out of the Ground Bridge.

"Annoying pests!" exclaimed Airachnid after Jack came to his Queen's side and helped her up.

"Stay close. I'm going to reveal my trump card," said Jack, as he saw Airachnid's optics go wide.

"You mean...I get to see _IT_?!" questioned Airachnid excitedly while Jack smirked.

"Excited I see, but to answer your question...yes," replied Jack with Airachnid grinning evilly before revealing it to Arcee and Wheeljack which made both Autobots stop since such smiles meant nothing good for them when they rushed in.

"Show them my Jack. Show them your power! Show that glitch Arcee your strength and the power that I have the honor of laying on a berth with!" exclaimed Airachnid while seeing Arcee looking from her to Jack and then back to her again.

"Gladly!" said Jack before letting out a roar that drew everyone's attention to him and those that did not know what to expect from the former human were shocked to see his transformation into a massive technorganic dragon that soon roared up at the heavens once more.

"By the Gladiatorial Pit of Kaon," whispered Megatron in shock at seeing what his badly damaged vision could see of the beast with Dreadwing beside him thinking the exact same thing.

"What is he?" asked Dreadwing with Airachnid looking in his direction on account of her picking up their words.

"That fool is my Jack. My King. My _equal_," answered Airachnid, as she jumped onto his massive back, and began laughing at those around her that dared to challenge the might of her Jack.

"Decepticons! Retreat! Take the mountain with the relic embedded in it. We must ensure no one gets the power behind that sword!" commanded Megatron, as he saw the dragon's glowing optics of the creature looking right into his own damaged optics, and it was here that Megatron felt something he had not felt since Optimus was posed to strike him down at the base of the volcano where dark energon had erupted.

Fear.

_**"Coward! You claim yourself to be a warrior? A former gladiator of Kaon! I can smell the scent coming off of your energon and reeks of **__**FEAR**__**!"**_ bellowed Jack in his dragon alt mode, as he launched a massive stream of thermonuclear fire at Megatron that barely missed the Decepticon Warlord, Dreadwing, and instead hit the engines of the _Nemesis_ to cause extensive damage to the Warship.

The attack even nicked the cable connected to the mountain that was being decreased in size to become easier in taking the Star Saber away to come loose. Optimus himself had already made a move to make his way to the swinging pile of rock and was nearly in reach of the weapon. The Prime nearly reached it when the cable had melted and the rock fell down toward the ground. The impact sent Optimus off of the rock, but did little to keep him down, as he got up, and reached for the Star Saber with the barrier wrapped around it being broken before removing the weapon.

"The Star Saber," stated Optimus, as he looked at the weapon, and then at Jack with the former human growling at him while the Insecticons had pinned down his forces.

_**"I strongly suggest that you hand that sword over to us Optimus," **_replied Jack with Optimus narrowing his optics at him.

"And why would I do that?" asked Optimus with the technorganic dragon growling at him.

_**"Failure to comply will result in the death of your subordinates,"**_ answered Jack with Optimus looking at those under his command now pinned down by the Insecticons.

"Don't do it Optimus! That weapon can turn the tide of the war! Use it on him!" called out Smokescreen before being struck in the back of the head by Bombshock.

"Silence fool!" bellowed Bombshock, as he had been able to stop the two Autobots from catching him along with his brothers off guard thanks to Jack, and owed the King his life.

"Don't worry about us Optimus. We know the risks. Do what needs to be done!" added Arcee while Airachnid hissed at her.

"Arcee, maybe I should rip your Spark out now, and let Jack feast on it right in front of the Prime," threatened Airachnid while still on Jack's draconic back.

_**"Not yet my Queen. I have something **__**else**__** in mind. Kickback! Bring out our...special prisoner,"**_ commanded Jack with a grin on his dragon like face and soon Kickback was beside him holding something or rather _someone _in his clawed servos.

"No!" gasped Optimus in horror at who Kickback had in his possession.

_**"Yes. I believe you are familiar with Miko and her usual adrenaline junky ways?"**_ said Jack with a chuckle coming deep within his throat.

"Let her go! If you hurt her I swear on the AllSpark I'll...!" threatened Bulkhead, but was silenced by Hardshell putting pressure on the Wrecker's body.

_**"You'll do nothing! Hardshell, since it was this human girl who assisted the Wrecker in your defeat, I will give you a choice between the two, and which one you wish to crush first before the Prime's very optics?"**_ said Jack with the girl struggling to get free and was clearly frightened by this turn of events.

"She has nothing to do with this Jack. Command the Insecticon to put her down safely!" commanded Optimus with Jack growling and snapping at him.

_**"She has **__**everything**__** to do with this Optimus. I may not have all my memories of the past, but I know this girl has been a headache rivaling the size of Unicron's ego. How many times has she run through Ground Bridges, gotten into trouble, had to be bailed **__**out**__** of trouble, and yet...not once was she scolded for these things. I imagine no one even frowned upon her actions in trying to help Wheeljack fight Hardshell so its clear the girl never learned her lesson. Well, I think its high time she learns that there is a price to be paid when picking a fight with those that don't take such an insult lightly, and what better way to do it then with the very Insecticon she tried to kill,"**_ replied Jack with two Insecticons covering for Hardshell while the strongest of their hive walked over to Kickback still holding the girl in his servos.

"Wait! Jack! Don't do this. Come one! Were friends. Best buds! You were once chosen to go to Cybertron and bring back Optimus's memories! Do you know how jealous I was?" said Miko, as she went from Kickback's claws to Hardshell's with the Insecticon hissing at her.

_**"Correct. We **__**were**__** friends Miko. Now...you are a means to an end," **_replied Jack before nodding to Hardshell and the Insecticon opened its mouth to devour the girl.

"No!" said Bulkhead, as he saw Miko's form getting closer to Hardshells' mouth, and struggling to get free despite the Insecticons pinning him down.

"Wait!" commanded Optimus, as he saw just how serious Jack was, and lowered the Star Saber in a nonthreatening stance.

_**"Yes?"**_ questioned Jack with Optimus looking at Miko squirming a bit while Hardshell stopped moving her closer to his mouth.

"If I give you the Star Saber, do I have your word that you will let Miko go, and let her return safely to base with the rest of us unharmed?" asked Optimus with Jack looking at him before turning his long neck to face Hardshell.

_**"That all depends on Hardshell. After all, Miko did nearly snuff out his Spark. I would think the final decision on whether or not he got his revenge would ultimately...be up to him,"**_ answered Jack with Hardshell looking pleased to hear that.

"Nothing would make me happier then to devour this frightened human girl before the other Wreckers here my King, but the glory of the hive, and our chosen Masters matters more. If the Prime surrenders the Star Saber to you, I will free the human child, and the Wreckers here from their well deserved death...for now at least," answered Hardshell, as he learned much from his King, and Queen through the hive mind of his brothers when not around personally to see it himself.

The personal satisfaction of one Insecticon always came second to the overall swarm's chances to become even stronger.

_**"Then we have an accord. The Star Saber for Miko. Let's begin the trading process," **_ordered Jack with Hardshell walking slowly toward Optimus with the girl in his servos and the Prime slowly meeting him the middle with the Star Saber in hand.

"Put the weapon down on the ground or there is no trade between you and our King," said Hardshell with Optimus nodding and put the Star Saber down on the ground in what was considered to be a "neutral position" so it was neither threatening to the Insecticon nor was it inviting Jack to immediately take the weapon before the trade was complete.

With a silent mental command, Jack ordered Hardshell to do the same, and the Insecticon lowered the girl to the ground before Miko ran to Optimus's side. The Prime gave the girl a once over and stepped away from the Insecticon watching them for any signs of him possibly going back on the deal before Hardshell backed away as well. Meanwhile, Jack himself lowered his draconic head to the Star Saber, and looked it over with his optics before picking it up at the hilt with his mouth.

"He shouldn't be able to lift it. Only a Prime can wield that weapon," said Smokescreen, as he watched Airachnid jump off of Jack, and the technorganic transformed back into his bipedal form with the Star Saber in hand.

"Or that of a pseudo Prime," added Jack with his optics on Optimus, as he remembered briefly about a key Optimus had given him once, and the importance of someone being given such a key by a Prime.

"Jack, you gave me your word. Release the others," commanded Optimus with the other Insecticons hissing at him.

"You dare command our King?! We should rip them all to pieces like we did Megatron's forces!" bellowed Sharpshot angrily.

"No! The Prime is indeed correct. I did give my word. Megatron is on the run and we now have exactly what we came here for. A relic that will turn the tide further in our favor. Let's not get greedy," replied Jack before looking at Airachnid and she nodded in return with a Ground Bridge opening up for them thanks to her.

Slowly, the Insecticons released their Autobot prisoners one by one, and headed toward the Ground Bridge while keeping a close eye on Team Prime. Each one of the Autobots glared at either them, Airachnid, or Jack when they entered the Ground Bridge. Once the Insecticons were through, Airachnid went in next, but Jack stopped to look back at Team Prime, and had an animalistic grin on his face.

"The tide is shifting Optimus. I know you can sense it as I do. Soon. Real soon, the fate of this world will be decided through an all out war on a massive scale, and the winner of that fight will be the one that wants to win the most. You, me, and Megatron are going to fight it out for the right to rule all sides. I'm so looking forward to that moment when the three of us clash blades together," said Jack before entering the Ground Bridge and let out a laugh that echoed into the air long after the vortex closed.

"I fragged up. Didn't I?" asked Miko with no one answering her since she did indeed do that despite her actions allowing the team to be aware they had been deceived through one of Megatron's plan.

"At least there is a large chunk of Megatron's own forces have been taken care of thanks to Jack. Makes our lives a bit easier on that front," remarked Wheeljack seeing the sheer carnage of the aftermath from the fighting the Decepticons had when facing the large army of Insecticons.

"Jack was right about one thing. The tide of this war is indeed turning, but what he left out was its not turning in favor of us, or the Decepticons. But rather Jack's own forces and with the Star Saber in hand...we could be facing a threat at a level that could rival even Unicron himself," stated Optimus with his Spark aching inside knowing Jack had become such a powerful threat.

And Optimus had no doubt that all three sides would clash for the right to rule this world with Jack's side currently pressing an advantage to have equal footing in this now three sided war.

(_The Nemesis_-At the Moment)

Soundwave was showing the recording of Jack's transformation on the bridge monitor for Megatron to see, his spymaster had sent a repair Laserbeak to watch the events that took place high above everyone's notice, and saw what Jack had become. The attack Jack had landed on the Decepticon Warlord had temporarily blinded him, but didn't cause any kind of permanent damage, and was easily fixable using his own internal repair systems to fix the problem. When he could see again, Megatron saw Soundwave had returned to the Warship, and was ready to show what had happened after the necessary tactical retreat from the fighting.

The sight of the draconic was so frightening that a less loyal servant to Megatron or an extension of said loyal servant to Megatron would have fled from seeing the horrifying transformation. But Soundwave stayed firm in his convictions and belief in Megatron with Laserbeak being commanded to do the same. The footage was truly a terrifying sight to behold, even more when the recording showed Jack firing the thermonuclear blast from his mouth, and heavily damaging the Warship's aft still trailing smoke. Laserbeak even recorded the events that took place after the Decepticons had retreated, as Megatron saw Jack making Optimus trade the Star Saber for the human girl, and that the former human himself was not above being ruthless in his own way.

The human girl nearly being devoured by the very Insecticon she nearly snuffed out was proof of that.

"Decepticons, it is with grave news that I say we are now facing..._our _darkest hour ever recorded in Decepticon history," said Megatron gravely for all his forces to hear on his damaged Warship.

"What would you have us do to counter this my Liege?" asked Dreadwing, as he too was seeing the footage, and was in awe at the warrior/creature that was challenging his Master in such a way.

"We can do nothing at the moment Dreadwing. Our forces have suffered a heavy loss in this battle, Knock Out is still repairing himself from his time as our new enemy's captive, and Jack himself is now in possession of a weapon forged by a Prime. Whether the Star Saber is in his hands or in Optimus's own, the sword puts our side at great disadvantage Dreadwing," answered Megatron with his mind working on a means to counter this.

"How could this once frail organic become this way Master? It makes no sense? Not even Optimus Prime would dare experiment on this species," stated Dreadwing with Megatron nodding in agreement.

"That I do not know Dreadwing. Something else is at work that we cannot currently see even with Soundwave's skills. Airachnid's changes, followed by the human's own leads me to believe something else is on this planet, and was responsible for this outcome. I also believe Optimus himself knows what this something else is, as it was clear my old friend was not surprised by Jack's transformation, and encountered it earlier on before we did," answered Megatron while wondering what had changed the human boy from that weak frail organic version of Orion Pax to the warrior that seemed to be a combination of Optimus and himself.

It was almost impressive if wasn't for the fact Jack was opposing the Decepticon cause rather then fighting for it.

"I will find out how this happened Lord Megatron. I swear it," vowed Dreadwing with Megatron looking back at him.

"I will hold you to that Dreadwing. For we are now facing an enemy that is quite possibly _greater_ then the Autobots and even Optimus Prime himself," replied Megatron gravely with his SIC nodding knowing he had come to the same conclusion.

This truly was their darkest hour.

(A/N: YAY! I updated and brought about another good chapter. Hope you liked it. I put a lot of effort into this and felt this was how it should go. Some of you are wondering why Jack didn't have Hardshell finish off Miko or take her back to his base? Well I did think about it, but I came to the conclusion that would make things difficult for me to write later on since the next part will follow parts of the actual episode from the show. No one will know about the Omega Keys, but the Iakon database is still being decoded so they will be getting the keys, but won't know what they are for until later, and Jack will be the one to make them understand what they are exactly. Brief spoiler of the distant future for all of you is this...the _Nemesis_ will be compromised and enemies will become allies for a short while. Until next time...PEACE!)


	7. Chapter 7

Chapter 7-Of Sand and Keys

"I don't believe this! How in the name of Primus was Jack able to use the Star Saber?!" demanded Ratchet, as he knew a great deal about the various relics forged by the Primes long past, and how some were exclusive only to that of a Prime.

"What I want to know is how you didn't realize Miko had run through the Ground Bridge with Wheeljack and Smokescreen?" demanded Arcee angrily since Miko nearly getting killed was his fault overall considering he was watching the Ground Bridge.

"Hey! If it wasn't for me being there, Ratchet wouldn't have found out your relic hunt was a sham, and Megatron would be in possession of the sword," protested Miko with Arcee now glaring at her.

"And now _instead_ of Megatron, the one in possession of the sword is Jack!" exclaimed Arcee with Miko glaring back at her.

"Bickering aside, it doesn't answer the question of Jack wielding a weapon meant for a Prime," said Ratchet with Optimus now deep in thought.

"Regardless of his recent actions, Jackson has always had the qualities of a Prime deep inside of him, and my acknowledgment in giving him the Key to Vector Sigma was further proof of that fact. The Star Saber was forged by a Prime to be wielded only by a Prime or someone worthy of being called Prime," explained Optimus with the others thinking about his words and what they meant while Five Face letting out a small scoff at him.

"There is more to this then you know Optimus Prime," remarked Five Face, as everyone turned to face him, and were curious by what he meant.

"And just what does that mean?" asked Wheeljack in annoyance.

"Since I learned of the Jack's potential, I have watched him, studied him, and analyzed his human body at all angles before I changed it into what it is now. The boy wasn't just worthy of being called a Prime in the distant future simply because of his personality. During my time studying Jack, I discovered he was actually _absorbing_ the energy from the Matrix of Leadership within Optimus Prime himself," replied Five Face with the others looking shocked by this.

"Are you saying Optimus has been unknowingly _leaking_ the energy of the Primes from the Matrix of Leadership? And into everybody here?" accused Ratchet with Five Faces shaking his head before it changed.

"Yes and no. Yes, in regards to the energy from the Matrix of Leadership was leaking out of Optimus Prime, but no in terms of the leak being what you assume. The energy would only leak out of your leader when near Jack and it was minimal to the point where no one would be able to detect it. As for everyone else, the energy itself did not go anywhere near them, and for good reason," answered Five Face with those around him becoming alarmed.

"What do you mean for good reason?" asked Arcee with Five Faces sighing.

"I thought it was obvious. The energy from the Matrix of Leadership is _lethal_ to humans when exposed to it given they are Unicron's progeny. Whether the Chaos Bringer would acknowledge it or not is irrelevant. That's why it didn't leak out toward the other humans around the Prime, as the Matrix knew that its energy was poisonous to them, and Jack was the only exception. That's one of the reasons why Jack intrigued me. Rather then the boy being destroyed overtime by the energy from the Matrix of Leader, he was absorbing the it, and growing stronger from it," explained Five Face with everyone looking shocked and horrified by this news.

"Wait! Wait! Wait! Optimus gave Jack the Key to Vector Sigma, which had energy from the Matrix in it right? So what would happen if Jack's body couldn't handle all that kind of energy coming from it or from Vector Sigma itself?" asked Miko with Five Face not saying anything and was staring right at the Prime.

"Jack would have died a slow and horrifying death," answered Optimus with his voice almost empty when he spoke while realizing how fortunate that Jack was indeed the exception to the human race.

"Correct. I calculated that Jack would have died from the overall exposure of such energy before leaving Cybertron for Earth. The primitive space suit he wore provided little to no protection from such powerful energies," replied Five Faces with the horror on their faces growing from such news.

"You mean Jack could have died and no one would have noticed until it was too late had his body not become advanced enough to handle it?" asked Arcee with Five Faces giving a small nod.

"Correct. When I changed him, the Matrix energy his body absorbed did not leave Jack at all. It stayed there, enhanced the qualities your Prime saw when interacting with the boy, and now it is evolving with him as time progresses," answered Five Faces with Optimus looking blown away by this news.

"So what does that mean exactly?" questioned Wheeljack with Five Faces sighing.

"In short, my greatest achievement to date has become a walking living entity of balance between order, and chaos that is Jack Darby. He has become...the Unicron equivalent of a Prime!" stated Five Faces with no one around him liking that.

"Unicron's version of...a Prime?" whispered Ratchet while trying to fathom the idea of the Chaos Bringer having such an entity regardless if it was done willingly.

"That's wrong on so many levels," commented Smokescreen in horror.

"And it gets worse," added Arcee with the others looking at her now.

"How could it get any worse? Its already bad enough with Jack becoming a Disciple of Unicron if what Five Faces just told us is true," replied Bulkhead with Arcee frowning and looking away.

"Remember what Five Faces said about Jack and Airachnid? How they are compatible with each other to breed? To reproduce?" asked Arcee with everyone's eyes widening in horror at the realization.

"A new generation of Cybertronians. A combination of order and chaos in each one of them. All of them will rightfully be the long lined descendants of Unicron and wield the power of chaos if allowed to be unleashed," whispered Optimus with his own processor imagining Unicron's face surrounded by the energy that represented dark energon and was laughing at him knowing the legacy of chaos would live on through Jack.

And Jack's future progeny.

"Then I guess we have no choice. We have to kill Jack," replied Wheeljack before being pinned to the wall by Arcee, who was glaring at him, and did not look happy with his choice of words.

"No! I won't allow it! Do you hear me Wheeljack?! You will not kill Jack!" exclaimed Arcee with Wheeljack himself looking surprised by this.

"As much as I dislike Wheeljack's choice of words, I must confess that option is the only one before us, and one we must take to ensure Airachnid does not give birth to any future Unicron descended offspring," added Ratchet with Arcee glaring at him now.

"Then why not just kill Airachnid? Why go after Jack?" demanded Arcee with the others being silent for a moment.

"If the opportunity arises to remove Airachnid from play, we will take it Arcee, but the fact remains Jack will not let us get within arms reach of her, and will fight anyone that does," answered Optimus with Arcee not liking this at all.

"So because Jack is on the front lines more, he's the bigger target, and we should use that to our advantage," deduced Arcee with Optimus nodding.

"Unfortunately, that is the plan we must follow," replied Optimus in a grave tone with Arcee looking like her whole world was falling apart and walked silently out of the area of the base.

(_The Harbinger_-With Jack and Airachnid-Hours Later)

Jack and Airachnid were currently in their personal quarters, the victorious battle over both the Autobots, and the Decepticons while acquiring the Star Saber had put them in a very..._aroused_ state of desire. They were already kissing and grabbing the other when they got to the door to their room before things _really_ started to heat up with their love making echoing throughout the entire base. The Insecticons ignored the mating between the two, as it wasn't their business, and knew that interrupting them short of their base being under imminent attack was equal to that of ripping out one's Spark.

While the two leaders of the hive ravaged the other into sexual bliss, the Insecticons were either taking this moment to drink energon, monitor the activities of their enemies, or show off the stains of energon spilled onto them when slaughtering their foes. The hive itself was at an all time high in terms of morale, as they had proven themselves to be the greatest of warriors to ever live, and their Masters praised them upon their return to base.

"We have proven our might to our Masters and smiting our enemies in battle. All glory to the Insecticons!" bellowed Hardshell with the Insecticons letting out a war cry.

"We have delivered a mighty blow against Megatron. His forces have been dwindled and his ship is now damaged. Our victory over him and the wretched Autobots is at hand!" said Kickback with another war cry from the hive echoing throughout the cave.

"Praise be to our King and Queen!" exclaimed Sharpshot with the Insecticons echoing his words throughout the base.

"Do you hear that my Jack? Its music to my hearing system," stated Airachnid, as she was resting on her lover's upper body, and hearing the praise of the Insecticons outside the room.

"That I do my Airachnid. Though hearing you screaming out in pleasure is my kind of music," replied Jack before kissing her passionately and the two holding the other close.

"I always wondered why organics did this. I've even seen them through my travels from one planet to the next. Most did it for reproductive reasons and out of necessity to keep the bloodline in existence. But humans? Humans do it mostly for the pleasure as well as the necessity it brings to reproduction. Though you're no longer human, I can tell you still have the desire to do it for the pleasure it brings, and what it will one day entail for the two of us," said Airachnid, as she had a new found respect for organic, and their need to be intimate in such a manner that allowed reproduction.

"As long as you get equal pleasure from the act. It would be selfish of me to be the only one of us that enjoys this," replied Jack while Airachnid snuggled closer to him.

"We should probably begin planning our next attack on Megatron or Optimus Prime," commented Airachnid while Jack let out a small hum.

"Yes we probably should, but I'd much rather stay here with you like this," replied Jack in a whispered tone and held her tighter.

"Hold me then. For as long as you can," commanded Airachnid in a loving tone.

"You don't ever have to ask my Queen. I will do that for you always," replied Jack, as he held her close, and let the technorganic femme enjoy their time together.

(_The Nemesis_-The Bridge)

Megatron watched with keen optics as the main screen of the ship was again showing the replay of the transformation that Jack had gone through before the Decepticon Warlord ordered the retreat. The creature he had become was incredible, a beast that personified power in almost every aspect, and brought fear to the hearts of all that faced it. How this happened, Megatron did not know, but he was fascinated by this nonetheless, and wished to have this process that turned the frail human flesh creature into this beast duplicated. If he could, the entire planet's inhabitants could become his army, and then the Universe itself would fall under his might.

But how? How could he possibly best this warrior that Jack had become? And how could he combat the Star Saber. A weapon forged by a Prime. Wielded _only_ by a Prime.

"Did you find any new leads for me to follow Dreadwing?" asked Megatron with his SIC shaking his head no.

"I have seeking out every possible way fight this new opponent and his weapon Lord Megatron. Sadly, I have failed to come up with a solution to this problem. The only way to stand a chance against the Star Saber...is if you had a sword of equal power to wield as your own," replied Dreadwing with Megatron snarling.

"The only way to make another Star Saber would be the use the Forge of Solus Prime, but the only way to wield the power of the Forge itself is to be a Prime, and sadly that ability is not within...my...hands," replied Megatron with a look of an epiphany of sorts now appearing on his face.

"Lord Megatron?" asked Dreadwing having seen his Master's face before the Warlord let out a laugh that echoed throughout the bridge.

"Dreadwing, follow me. Soundwave, prepare to open up our Space Bridge on my mark," commanded Megatron with Dreadwing following the now smiling Decepticon Warlord to their intended destination..

(Cybertron-Tomb of the Primes)

"Lord Megatron, I do not wish to question your judgment, but is it wise to desecrate the burial chambers of the Primes?" asked Dreadwing, as he felt this was wrong on a certain level, and wished to be elsewhere.

"I am merely here for the means from which I can wield the Forge of Solus Prime. It is said the Forge's power can only be wielded in the hands of a Prime. So that is what I intend to collect from this particular coffin holding an old..._adversary_ of mine from the starting point of the war. Sentinel Zeta Prime," answered Megatron, as he ripped open the coffin and saw the arm of his former enemy that had made the Caste system in the first place, and stirred the unrest among Cybertron's populous.

"Still...it does not seem right to rob the graves of others. Even if it belongs to an enemy and a Prime at that," replied Dreadwing with Megatron drawing his arm's sword.

"Perhaps it does to you Dreadwing. Given how your twin brother is also dead and buried. The sooner we can leave here, the sooner your doubts on this mission will be put to rest, and we can get your revenge on the ones responsible for his demise," said Megatron, as he brought his blade down and sliced the dead Prime's arm off at the elbow, and took his prize with ease before he along with Dreadwing left the burial chambers for the Warship.

(_The Nemesis_-Sometime Later)

Megatron flexed his new arm, which once belonged to a Prime, and smiled cruelly at the feeling of some of the residual Prime's energy from the limb running through his body. Walking over to the Forge of Solus Prime, he picked the massive hammer up, and saw it come to life with its mystical energy like properties that it lacked when first used when first held with his original right arm.

"The power of the Primes is at long last...MINE!" exclaimed Megatron, as he stood over a piece of a cube of dark energon left in storage, and began to repeatedly hammer it into what his Spark desired.

The Dark Star Saber.

(_The Harbinger_-With Jack and Airachnid)

"Well this is surprising," remarked Airachnid, as she saw Autobot signals currently in the Egyptian desert, and wondered if they had found another relic so soon.

"They found another relic? So soon?" questioned Jack with watching what she was on the monitor.

"So it would appear. The sensors show their signals are heading slightly underground for this one," replied Airachnid with Jack frowning.

"They are in Egypt. The land of the Pharaohs. Perhaps the relic is within a secret tomb of sorts of one such ancient ruler, who found it, and had the thing buried with him," stated Jack, as he saw Airachnid raise an eyebrow, and it was clear she only understood half of that reasoning.

"Such a strange culture to follow such a belief," remarked Airachnid with Jack shrugging.

"Perhaps, but that happened in ancient times long before anyone understood anything of the world, or what lay beyond it," replied Jack with Airachnid looking from him to the monitor and saw two Decepticon signals pop up.

One was Dreadwing and the other...was Megatron.

"Another interesting event," added Airachnid while the sensors on the ship detected a heavy cloak of dark energon surrounding Megatron's signal.

"Interesting and unusual. Why is signal covered with residual dark energon?" asked Jack with narrowed optics.

"Apparently he has a sliver of it in his chest to keep him alive," answered Airachnid with Jack's suspicions not leaving him.

"No. Its not that. Look at the way the sensors are reacting. The dark energon isn't coming from his body like we first thought, but something _close_ to his body, and whatever thing it is...its almost completely covered in the dark stuff," replied Jack with Airachnid now frowning and enhanced the sensors to focus on Megatron to see that her lover was in fact correct.

"You're right my Jack. There _IS_ something covered heavily in dark energon. But what?" said Airachnid with the femme wondering what that something was and how big a threat this item could possibly be for them.

"We must investigate this. And what better way to test out my new sword," commented Jack before walking over to the Star Saber and picked up the amazing weapon glowing blue in his hands.

"A small squad of Insecticons for an escort should suffice as well," added Airachnid with Jack agreeing while a few of them being chosen to join them on this mission.

When they exited the Ground Bridge, they were surprised to see the Autobots, and the Decepticons staring at each other with the relic being in the hands of the former. On the side of the Autobots, they saw Arcee, and Smokescreen with both looking cautiously at their enemies. Megatron and Dreadwing were on the other with the former of the two Decepticons wielding what could only be described as a sword not unlike the Star Saber.

The only difference between Jack's and Megatron's was the blade of the latter being made entirely out of dark energon.

"Ah! I was wondering when you would show up Jack. You're right on time," replied Megatron with his optics focusing on Jack and his Star Saber.

"So it would seem. Nice sword by the way. Also, there is something different about you, and I can't seem to put my servo on it. Is it a new helmet? Because if it is I like the new one better then the old. The style was soooo last century," remarked Jack sarcastically with Megatron snarling at him for the insult.

"As you can see, my weapon is not unlike your own, and with the arm of a Prime to wield it...I will be unstoppable!" exclaimed Megatron with Jack readying his own weapon.

"Let's see what happens then when the unstoppable force meets the immoveable object because I'm standing in your way...and I'm not moving," stated Jack with Megatron now grinning viciously.

"Dreadwing! Take the relic from the Autobots. Jack is mine," commanded Megatron with Dreadwing nodding before bringing out his weapons.

"You know what to do Airachnid," said Jack with Airachnid simply nodding and grinning in anticipation at having another go at Arcee.

"Optimus! We need you here. Hurry! There are now _two_ Star Sabers and they are about to clash!" said Arcee before ducking under a stone pillar and Smokescreen was doing the same while Dreadwing began his attack.

_"Understood!"_ replied Optimus.

"We need to find out what this relic back to base to have Ratchet find out what it is," said Smokescreen, as he was firing on several of the Insecticons, and Arcee doing the same while Airachnid was currently engaging Dreadwing.

"Easier said then done. Even with Optimus here, this battle could go either way for all three sides," replied Arcee, as she tried to get a lock onto Airachnid to take her enemy out, but an Insecticon got in the way by tossing a stone pillar, and she had to duck out of the way.

Sure enough, the Ground Bridge opened up, and Optimus leaped through before he began to engage the Insecticons in front of him in battle. The several of the Insecticons broke off from their group to engage the Prime while the others moved to combat Smokescreen and Arcee from their pinned down position. As this was going on, Jack was crossing swords with Megatron, the energy between the two blades hitting the other violently, and unleashing energy with each strike.

"Your skills are impressive for one so young. You would have made a great gladiator in the pits of Kaon had you been born on Cybertron," stated Megatron while his blade was clashing with Jack's and his opponent smirked at him.

"Shame I wasn't. It would have saved Cybertron untold destruction for when I ripped out your Spark before the audience watching us do battle!" exclaimed Jack, as he matched his enemy's strength with his own, and he concluded that the one with the better footing in this area of sand they were surrounded by was the key to victory.

Megatron seemed to be thinking the same thing, as he was now shifting his footing for a better stance, and balance to press an advantage over Jack. Jack was doing the same, as he was trying to push Megatron back, and was having a hard time doing it due to the sand making things difficult.

"You wretched insect. I will do Lord Megatron a service in ripping out your Spark before presenting it to him in front of your partner," said Dreadwing, as he fought the agile, and lethal rogue Decepticon currently moving faster then he could shoot.

"As if you have the ability to hurt me Dreadwing. You couldn't handle me before all of my changes occurred. What makes you think things will be any different now?" taunted Airachnid, as she moved on her spidery legs through the sand, finding her lighter frame gave her a far greater edge in this terrain, and saw Dreadwing sticking close to the tomb entrance where the Autobots came out with the relic.

Where there was solid ground to support his weight.

"Your arrogance in the belief you can best me knows no limits Airachnid and is matched _only_ by your disgusting appearance," replied Dreadwing, as he used his cannon to fire at Airachnid from a distance, and hitting only sand in the process.

"I could say the same thing to you about your loyalty to Megatron. You don't even know what he's done since being on this planet. But I do Dreadwing. If you knew, I doubt your loyalty would be so strong," countered Airachnid while shooting at him with the blasters in her hands.

"You cannot poison me with your filthy lies Airachnid. Lord Megatron has done nothing to warrant the questioning of my loyalty," Dreadwing shot back while Airachnid laughed.

"As far as _you_ know Dreadwing," taunted Airachnid, as she leaped into the air, and shot webbing from her palms that wrapped around the Decepticon SIC before she spun him around with the throw that followed aimed him at the Autobots.

"Incoming!" exclaimed Smokescreen, as he hit the ground with Arcee, and missed being hit by the bound Decepticon.

"Optimus! We still have the relic. We need to get out of her-AAAH!" said Arcee, but was tackled by Airachnid while Smokescreen was pierced in the shoulder by one the Spider Bot's multiple spidery limbs, and pinned to the stone ground near the tomb's entrance.

"Arcee!" exclaimed Optimus, but he was blocked on all sides by Insecticons, who had been given the command by Airachnid to keep him blocked off, and were doing a good job of it.

"This is a nice little relic you've got here Arcee. I wonder what it does? If I didn't know any better, I would say it was a key of some kind," said Airachnid while keeping Arcee pinned and took the key from her nemesis's servos.

"Your days are numbered Airachnid," spat Arcee with Airachnid smirking at her.

"Like I haven't heard that little threat before from you or anyone else that's crossed me," remarked Airachnid, as she threw Smokescreen away when seeing him trying to angle his blaster at her, and held Arcee's face with her free hand.

"You might as well kill me now Airachnid because as long as I live, there will always be a chance of your Spark being snuffed out, and I will make that happen one day," stated Arcee with Airachnid hissing at her.

"So brave Arcee. So filled with your self-righteous anger at wanting to take the life of the one responsible for killing so many of your Autobot comrades. Not to mention your oh so precious partner _Tailgate_. It makes me want to output my energon reserves all over you. The only thing you did somewhat right was partner up with my Jack, who you did not even want from the start, and only because _I_ have him do you regret not having my dear wonderful stud for a partner around. Face it Arcee, when it comes to losing partners, they aren't to blame in all of this, its just you, and only you because you are the one that lives while they are the ones that _die_. Or in this special case with Jack...they come over to be with _me_!" taunted Airachnid while Arcee looked ready to blow a fuse.

"Fragging glitch!" exclaimed Arcee with Airachnid punching her in the face.

"You're the fragging glitch Arcee. And that punch I just gave you? That's for treating my Jack like a burden during his time with you when he's clearly more then you could ever imagine," replied Airachnid and threw the two wheeler right into Optimus.

While this was happening, Megatron was able to push Jack toward the fighting behind them, saw his SIC was nearly free of Airachnid's spider webbing. As for Jack snarled at Megatron while clashing blades with the Decepticon Warlord and yet he was still having fun fighting this former Kaon gladiator. It was weird, but it seemed every time Jack was in an intense fight with either the Prime, or Megatron...it was like he was growing inside. He found himself getting new information and getting news ideas in his mind on how to plan accordingly when facing his enemies.

It was incredible!

"Is this all you can do Megatron? I expected better. I'm surprised Optimus hasn't snuffed out your Spark yet. Guess he felt you were just too pitiful to kill each time you were at his mercy!" taunted Jack with Megatron looking shocked before his red optics glowed with rage.

"You dare mock me? I have gone toe to toe with Optimus on numerous occasions and held him at my mercy. What would an abomination like yourself know about going for that right moment where the killing strike is appropriate?" demanded Megatron with Jack smirking at him.

"If you must know, _THIS_ is the right moment," replied Jack, as he bent his right knee the moment the limb touched solid stone, and hit Megatron in the gut with it before throwing the Decepticon Warlord near Optimus with the Insecticon backing away from the two.

The Dark Star Saber being thrown from his grasp in the process.

"It would seem we are at an unfortunate impasse Megatron," commented Optimus, as he saw Airachnid throw Arcee into Smokescreen, and then leap away when Dreadwing got free of the webbing before opening fire on her.

"So it would seem Optimus. Perhaps...an alliance in combating our shared foe?" offered Megatron while Optimus looked at his new arm and narrowed his optics before glancing at the Dark Star Saber with the pieces falling into place.

"You have disturbed the tomb of a Prime. Have you no shame Megatron?!" demanded Optimus while ignoring the offer and seeing Megatron glaring at him.

"I needed an edge against you and Jack in battle Optimus. After all...not everyone in this Universe is worthy of being a Prime like you, or Jack for that matter. I mere acquired the means necessary to put me on an even playing field when fighting the two of you at the same time," remarked Megatron before seeing Dreadwing draw his sword and move to engage Jack in battle.

Only for Jack to use his sword arm and kick the Decepticon SIC back near the others.

"It would appear that a tactical retreat is in order Lord Megatron," said Dreadwing with Megatron snarling at the idea of retreating again and with the possible loss of his new sword.

His pride wouldn't allow it a second time with this boy.

"Hold him off Dreadwing. I need to get my weapon of choice," answered Megatron while Dreadwing nodded and charged Jack with his sword in hand Warlord himself rushing to the Dark Star Saber not that far off.

"Optimus, what do we do? Side with Megatron? Or leave and wait to see who comes out of this the winner?" asked Arcee with Smokescreen huddled near them while holding his injured shoulder.

"I say we go for Airachnid. She has the relic," said Smokescreen with Optimus thinking it over in his mind.

"We can't! The Insecticons won't let us near her and she's much stronger then either of us combined," said Arcee with Optimus sighing knowing they needed the relic and were in a situation where they couldn't fight the opposition.

Unless...

"Dreadwing! Aid us against Airachnid and the Insecticons!" Optimus called out to the SIC of the Decepticon army.

"And why would I wish to aid you Prime?" demanded Dreadwing, as he was pushed back by Jack, and saw his Master charging the former human with the Dark Star Saber.

"Because its the only way to prevent Jack and Airachnid from walking away with this relic," answered Optimus with Dreadwing narrowing his eyes and saw Airachnid now hissing at him.

"Optimus has a point Dreadwing. Go aid the Autobots in fighting Airachnid. At the very least, you can kill the traitorous bug, and her Insecticons like the vermin they are," added Megatron with Jack snarling angrily at him for insulting his Queen and began to go on the offensive with his weapon.

"Kill them all my minions! Stain this sand pit with their energon!" exclaimed Airachnid with the Insecticons with her giving off a war cry before they charged their foes.

"I am going to enjoy watching Knock Out examine your corpses. You and Airachnid will make fine research specimens for him," remarked Megatron while Jack snarled angrily.

"There is just one slight problem with that idea of yours Megatron. You have to kill the both of us first," replied Jack with his Star Saber clashing violently with the Dark Star Saber.

"That's not going to be that big a problem for me Jack," countered Megatron before he hit Jack in the stomach with his knee and used the momentum get the Star Saber out of his hands.

Before thrusting the blade of the Dark Star Saber into Jack's torso with a evil grin now on Megatron's face.

"Jack!" cried Airachnid in horror at seeing her love being injured so badly and her words drew everyone to the sight of seeing Jack being stabbed by Megatron's sword.

"No!" exclaimed Optimus, as he didn't want this to happen to Jack in any manner before, or after being changed from a human into a technorganic Cybertronian.

"Jack!" called out Arcee before she surprisingly in her anger, focused on Dreadwing, and cut into his larger form with her wrist blades.

"Its time for you to die Jack. You were indeed a worthy opponent. Almost as worthy as Optimus," commented Megatron with his grin not leaving him, yet it slowly left when Jack let out a small chuckle, and had energon was leaving his mouth.

And Jack grabbed Megatron's new arm at the wrist to hold it in place.

"You think you've killed me Megatron? All you've done is merely sacrifice sure footing for the killing stroke," replied Jack before his sword blade shot out of his right hand and with all his strength he sliced through both of the Warlord's arm at the elbow while the blade also cut through Megatron's torso before using the last of his strength to kick his enemy backwards.

"AHHHHH!" screamed Megatron, as he found himself now literally disarmed, and badly leaking energon from where the blade cut into his body.

"Lord Megatron!" exclaimed Dreadwing, as he dodged a hit from Arcee, and ran to his Master's side.

"Get my Dark Star Saber. Rip it right out of his body!" commanded Megatron, as he saw Dreadwing move to retrieve his weapon, and make Jack bleed out at the same time.

Before he could however, Airachnid had leaped into the air, letting out a primal war cry that echoed throughout the night sky, and was upon the Decepticon SIC. She was now slashing, clawing, stabbing, and even spitting acid from her mouth down at Dreadwing without letting up. The large Decepticon Seeker tried to keep his now extremely violent enemy at bay, but the ferocity of his opponent was something he had not encountered before in a long time since the Great War on Cybertron at the peak of the escalation, and even then it seemed to pale in comparison to Airachnid's wrath.

"Lord Megatron, we need to retreat!" called out Dreadwing while doing his best to fend off the enraged technorganic femme and feeling his own body being ripped apart to the point where it would be fatal if he along with his Master did not flee.

Megatron snarled in anger, finding himself in full agreement with his SIC, despite hating the idea of retreating, but his injuries, and now Dreadwing's now demanded it. Glaring at Jack, he glanced over at Optimus Prime, seeing his old rival now had the Star Saber, and his forces were pressing themselves against the Insecticons.

"Soundwave! Lock onto my coordinates and open up an emergency Ground Bridge for us right now! Inform Knock Out that we require his medical expertise and expect him to be ready to treat us," commanded Megatron while feeling the energon from his body now leaking from his mouth and noticed that Jack had not taking his optics off of the Warlord the entire time.

"Looks like I lost one sword...and gained another," commented Jack with a chuckle, as he saw Airachnid standing protectively beside him, and the Insecticons soon doing the same.

"Make no mistake boy, you will fall, and the day happens it will be done by my own two hands!" exclaimed an angry Megatron while Jack laughed despite the pain.

"That's going to be a bit difficult for you since you're currently lacking said hands at the moment," remarked Jack with Dreadwing retrieving his one original arm knowing his Master would need it for when Knock Out repaired them both.

Megatron snarled further in rage at that, as a Ground Bridge opened up behind him, and he entered it with Dreadwing following after shooting a glare at Jack for injuring his Master.

With that finished, Jack turned to see the Insecticons forming a defensive line to protect him, and Airachnid from the injured yet still fully functioning Autobots that remained. It was clear the three were still willing to fight, if only to capture Jack, Airachnid, or just make an attempted grab for the relic within the Spider Bot's grip.

"Jack, you need medical assistance. Come with us," offered Optimus with the Insecticons hissing at him in a warning manner.

"And what if I do Optimus? We both know what will happen. You're going to restrain me on some lab table. To have Ratchet study me. To poke and prod me like I'm some kind of lab rat. And for what? Maybe try to alter my mind perhaps? Or rather trying to convince me to fight for your side? Or 'cure me' like I've been infected with a disease? No. I can no more trust you then I would Megatron with my life on his Warship," replied Jack, as he slowly, and painfully removed the Dark Star Saber from his gut before throwing the arm of the fallen Prime that Megatron had robbed off the weapon toward Optimus.

"Do not strain yourself my love. Your injury is severe," whispered Airachnid while Jack nodded while clutching his wound.

"Open up a Ground Bridge and get us out of here Airachnid," whispered Jack with his Queen nodding and doing that before helping him walk toward the portal while his team of Insecticons kept their optics on their enemy while slowly backing up toward it.

"Wait! Jack don't do this! Please!" pleaded Arcee, but was held back by Optimus, as they all saw Jack struggling to make it to the portal.

"You're too late Arcee. The Jack you knew is dead. Whatever bond or partnership we had in the past...it died with him. Accept it and move on," replied Jack, as he walked into the portal with Airachnid, and the Insecticons soon following while not looking back to see the hurt look on Arcee's face.

"Well...at least we got the Star Saber," commented Smokescreen with Optimus narrowing his optics slightly at the weapon before letting out a sigh.

"Yeah, but we lost the strange relic we uncovered in that ancient tomb. Jack is our enemy now more then ever and the only other good news is Megatron being injured. Its a hollow victory at best," remarked Arcee sadly with Optimus nodding.

"Indeed. Our side has lost much in this conflict, but I sense that we have gained a much needed edge with the Star Saber, and a temporary reprieve from our enemies long enough to recover our strength for the darkness that is sure to come," added Optimus before he contacted Ratchet for a Ground Bridge while having to ignore the hurt look on Arcee's face.

(_The Harbinger_-Jack and Airachnid)

"Rest my Jack. Let your body's own natural repairing ability to heal do all the work from here on out," soothed Airachnid, as she set him down in the large cave area that had been used for repairing Hardshell, and had the Insecticons put him on a berth she made entirely from her webbing.

"Need...energon," whispered Jack while still clutching his wound.

"Get Jack all the energon he needs. NOW!" commanded Airachnid, as she saw several of the Insecticons scramble to get all the energon cubes they could carry, and hurry back as if Unicron himself was on their aft.

"Do not be so harsh on them my Queen. It is not their fault I am like this. The blame falls squarely my me. I underestimate Megatron's skill with the Dark Star Saber and paid the price for it," stated Jack, as he caresses her face, and she kissed his palm.

"And I was careless in focusing on taunting Arcee," added Airachnid with Jack smiling at her.

"See? We both screwed up. Let's call it even," replied Jack with Airachnid nodding and leaned down to kiss him.

"I love you my Jack," whispered Airachnid with Jack returning the kiss.

"And I love you my Airachnid," whispered Jack before the sound of several Insecticons now approaching were heard and presenting cube after cube of energon to them.

Taking one of the energon cubes, Airachnid gently poured it into Jack's mouth, the power of the energon entering his systems began to automatically direct it according to where the liquid energy could be used properly. Sure enough, Jack felt his systems go through a repairing sequence that was slow at first, but gradually increased in speed, and began to heal the damage done to his body. After he was done one cube, Jack drank another, and another with several more to follow before stopping Airachnid so she could have some of her own.

"Just give the word your Majesties and we will storm Megatron's Warship to bring him before you to face justice," said Hardshell, as he entered the room, having heard what had happened to his King, and kneeled before them both.

"No. That is not how we will do things. The _Nemesis_ will shoot half of you down before any of you can land on it and there is still the matter of some of the Decepticons on it being highly skilled in combat. Soundwave would be chief among them since we would be fighting him on his turf. Megatron is badly injured, his SIC is too if only to a lesser extent, and will need time to be repaired. The same with the Autobots despite them now being in possession of the original Star Saber while we have its darker counterpart thanks to an unwilling Megatron. This time must be spent healing and learning what this relic is before finding out where this key goes," replied Jack, as he saw Airachnid look at the relic in her hand, and it was indeed an ancient Cybertronian style key.

"If this is indeed a key of sorts my Jack, it must fit in a lock to something, and whatever that something is must be of incredible power," added Airachnid, as she held the key up for closer inspection, and Jack nodding in agreement.

"Agreed. Keys go to locks and locks normally keep things from being opened because whatever is behind the locks is something of great value. We need to know what lock goes with this key and what is being locked away," stated Jack with Airachnid caressing his face.

"Leave that to me my Jack. Rest now while I take over from here until you're healed," said Airachnid with Jack nodding and found himself powering down to sleep.

"Try not to get into too much trouble my Airachnid. Losing you would...would...it would unleashing something...truly horrible in me," whispered Jack before falling asleep.

After a moment passed, Airachnid smile slowly left her, and it quickly turned into a small frown over what had happened with the frown turning into a scowl. Her Jack, her ever loving partner had been injured. Almost fatally thanks to Megatron. The very idea of her Jack dying by Megatron's hands infuriated the femme and her feelings on the matter were not lost to the Insecticons. Their Queen's pain could be felt by the hive on the matter, her anger was now their anger, and their benevolent King who had done so much for them in such a short time was badly injured.

In short...the hive of Insecticons felt their anger quickly rising up to that of being pissed off.

"What are your orders my Queen?" asked Hardshell humbly, as he along with the other Insecticons kneeled in her presence, and awaited her orders.

"Prepare yourself my minions. Prepare yourselves for battle. All Insecticons with the exception of small force shall come with me to the _Nemesis_ where we will attack the Decepticons and destroy every single one of them," commanded Airachnid with the Insecticons clearly pleased, yet concerned since their King had told them not to attack, and wait until later when the moment was right.

"Not to question your decision my Queen, but King Jack told all of us to stay our hand until later," replied Hardshell with Airachnid looking at him with her eyes glowing with rage and venom slightly overflowing from her mouth in the process.

"I know full well what my Jack said Hardshell. However, I believe the best solution for this conflict to side in our favor further is to attack the _Nemesis_, and destroy Megatron in his weakened condition. The fool dared to harm your King. My lover and only equal in this Universe. This cannot go unpunished!" stated Airachnid with Hardshell nodding in agreement before glancing at their King resting on the webbing made berth.

"We shall bring the ship crashing down my Queen," replied Hardshell with conviction in his voice.

"No! We will not destroy it. Merely damage and commandeer it for our own use. Let the Autobots have this world, if only for now. Once we take the _Nemesis, _will transport my Jack to this Warship, and leave this planet for one where we can setup a more stable location for us. Then, when the time is right, we will come back to this world, and take our revenge on the Autobots!" declared Airachnid with all the Insecticons getting into a frenzy through their hive mentality.

Their King was injured, the need for revenge against his attacker was high, and Airachnid was promising them a chance to get it. How could they refuse?

They couldn't. They wouldn't.

(Autobot Base)

"Jack was severely wounded? And you let him walk away with Airachnid?" demanded an irate June with tears starting to form around her eyes now filled with an intense anger and one of a scorned Mother that none of the Autobots wanted to face.

"We couldn't get to him! The Insecticons were blocking us, Airachnid was already by his side, and our bodies were so badly injured that fighting them all to get to Jack would have been suicide!" protested Smokescreen, as he had to admit this woman, despite her lack of height, and size to be physically intimidating had this presence about her that made you not want to argue.

"What about Megatron? From what you just told us about what Jack did, then old bucket head has been literally disarmed, and has a nasty cut through his body," said Bulkhead, as he was glad that Megatron was badly injured, but saddened to hear Jack had to pay the price with a dark energon based sword to the gut, and was severely injured.

"I have never seen Megatron that badly injured in all the years that I have fought him in combat. Aside from the incident with his Space Bridge exploding, this was possibly the worst time he has ever been injured, and by someone so young as Jack," replied Optimus with the others nodding, including Arcee, and Bumblebee since they had seen what the Decepticon Warlord looked like on his Warship when they went looking for a cure to the Cybonic Plague.

"Shouldn't we use this time to find the Decepticons and land a decisive blow? If my boys at the Pentagon can find the ship, you can Ground Bridge there, and take out the rest of them with Megatron on the ropes," said Agent Fowler, as he wanted an update on the situation the moment he came into the base, and saw the shiny new weapon in the Prime's hands.

"No. There are other...events...to consider," answered Optimus, as he now found himself compelled to look at the Star Saber much to the confusion of the others, and his vision went white.

(_The Nemesis_-The Med Lab)

"Curse that wretched creature! Not only have I lost the arm of a Prime, but the Dark Star Saber as well! The only comfort I've gained is that his injuries are near lethal and will die without medical attention," declared Megatron with anger while Knock Out went to work on repairing one arm and attaching the other along with the wound to his torso left by Jack during their fight.

"Still, one cannot deny that this former human's skills in battle were very impressive Lord Megatron," commented Dreadwing with Megatron snarling at him.

"Even if they are impressive, it doesn't excuse the act of disarming me of my limbs, and taking what is mine by right! Now because of Jack, I can't use the Forge of Solus Prime to make a new Dark Star Saber, and to make things even worse...Optimus is in possession of the original Star Saber now," countered Megatron with Dreadwing silently nodding.

"That former fleshy human is becoming a pain in our aft. If only we could find his base and attack it. Surely there is a way to find it?" offered Knock Out with Megatron snarling at him for a moment.

"Unfortunately, it seems the base of operations this Jack, and Airachnid are using seems to be well shielded from picking up their energon signatures," replied Dreadwing with the anger on his Master's face increase.

"I could have told you that. There base seems to be underground though based on the cave I was in with _Ratchet_ when repairing that disgusting Hardshell," commented Knock Out with Megatron scowling further.

"The Insecticons are known for their digging skills just as they are their brute strength in battle. No doubt they have tunneled deep underground and used the terrain to specifically shield themselves and their Masters," remarked Dreadwing with Megatron looking ready to throttle someone.

"We cannot concern ourselves with the location of one enemy base. We must continue to focus on decoding the Iakon relics before the Autobots do," commanded Megatron since he had no interest wasting time with such an idea and knew the Iakon relics were more important.

"Yes my Lord," replied Dreadwing while watching his Master get his arm reattached and awaited his own turn to be healed.

(_The Harbinger_-With Airachnid-Days Later)

"My loyal minions! Today is the day we attack the _Nemesis_ and the Decepticons. Their foolish leader Megatron, has done to unforgiveable in trying to kill your King, and my Sparkmate Jack. He has done the unforgiveable in trying to kill the one, who reawakened the fire within your Sparks to fight as you were _always_ meant to fight, and reach your true potential. Something Megatron would never have allowed out of fear that one of you would one day try to overthrow him. We have made that fear a reality, as you serve your true Masters now with one of them, your Queen calling upon you to fight in my name, and the one Megatron tried to kill!" called out Airachnid with the army of Insecticons were really getting into a frenzy after hearing her words and waiting for this day.

Airachnid had tried to keep her anger in check since Jack was recovering with his own self repairing systems working on fixing the damage done, but was clearly having some problems healing. No doubt due to the dark energon based blade of the Dark Star Saber and he needed to ingest more energon to flush it out. Fortunately, that wasn't a problem though, and the Insecticons had gathered an enormous amount of energon during their stay at this location. The ships sensors had detected various veins near the crashed vessel, and had provided more then enough to feed the large army of Insecticons along with Jack getting all the energon needed to be used to power his repair systems.

Even now, her Jack was constantly in, and out of conscious with just enough awareness to drink energon while speaking to Airachnid for a moment before going back to sleep. Airachnid had been vague with her answers to any questions he had while waiting for him to fall back into his slumber, she didn't want to be vague, or even lie to Jack about the plan to attack the Decepticon Warship. It felt like she was betraying him and while betraying others was a skill that she had in spades, the idea of betraying her Jack left a foul taste in her mouth. Like she drank some of her own spidery venom that was mixed in with some energon and was making the internal systems within her having complications to the point of systems failure.

But this had to be done. The time was now! Jack had wanted to wait until later to attack Megatron and (if possible) take control of the Warship to use as their new mobile base. Unfortunately, Airachnid felt they couldn't wait, and deep down she wanted to take out Megatron now for what he did to her Jack. The idea of Jack's Spark being snuffed out by that two bit fragging pile of scrap that was the ill tempered Decepticon Warlord made Airachnid's Spark burn with rage! It was her turn to lead the Insecticons to victory and finishing what her Jack had started by crushing Megatron's forces before ripping out the Warlord's Spark. She would mount his head on their wall above the berth while having hot passionate life creating sex with her Jack.

She was a technorganic femme scorned multiple times over and by Primus she was going let Megatron know what happens when you scorn a technorganic femme with the skills forged from years of experience to cause untold amounts of pain.


	8. Chapter 8

Chapter 8-Dragon's Rage

Knock Out was feeling better then he had in a long time and for good reason when all things considered with the most recent events in the life of a Decepticon in Megatron's ranks. First, they had been hit with failure after stunning failure when combating the Autobots, and Knock Out himself was responsible for several such failures. Second, the human flesh creature Jack had somehow become a Cybertronian, which could turn into some kind of massive beast, and had teamed up with Airachnid. Those two had taken the Insecticons, taken the Star Saber, taken the Dark Star Saber, and had badly injured Lord Megatron while taking _another_ relic following that last one.

Now however, things were slightly turning around for the Decepticon Medic, and the cause itself with the item he just nabbed from the Autobots. Thankfully, the Resonance Blaster had done its job, and was reluctant to admit that Soundwave's success in getting _this_ particular relic had been key to his own success.

Not that Knock Out would tell the silent Con that.

"I see you were successful in your mission I assigned to you Knock Out...for once," said Megatron while he looked at the object in his hand that the Medic took from the Autobots a short while ago.

"I have my moments Lord Megatron," replied Knock Out with a smile though it left when Megatron gave him a withering glare.

"Be as that may Knock Out, I cannot say for certain that your mission was a complete success," remarked Megatron while examining the key like object.

"W-What do you mean? I got the relic from the Autobots like you wanted! I fought servo and gear for that thing!" protested Knock Out with the Decepticon Warlord frowning at him.

"This key like relic you have acquired is very similar if not identical to the same one the Autobots acquired in that temple located in the desert before the untimely arrival of _Jack_ and _Airachnid_," countered Megatron with Knock Out starting to look highly nervous.

"But it can't be a fake relic! Look at how old it is! The Autobots wouldn't have the time to make a fake relic!" protested Knock Out with Megatron frowning since that was indeed the honest truth.

"Then this relic for a key is one of a possible pairing or maybe even a full set. Meaning we should keep looking through the Iakon Database and find any other possible keys just like this one," concluded Megatron with Knock Out nodding before the alarms blared and told the Decepticon Warlord that his warship was under attack.

"Lord Megatron! A Ground Bridge has been opened up right in front of the warship. We are being attacked by the Insecticons!" exclaimed Dreadwing with the main view screen on the bridge showing wave after wave of Insecticons coming out of a Ground Bridge with Airachnid leading them in her true alt mode that was a giant spider.

"Repel them! All hands prepare for battle!" commanded Megatron with his forces getting ready to fight back.

"They are too close to the ship to shoot down my lord and they are smashing or digging their way through the ship!" exclaimed one Vehicon while the ship's sensors told of the enemy's infiltration on the warship.

"Repel them!" commanded Megatron, as the sound of fight echoed all around him, and snarled in rage at how his Vehicons were being dominated in battle once more by the much larger in size force led by Airachnid.

"KILL THEM MY MINIONS! KILL THEM ALL!" yelled Airachnid in a shrieking level tone, as she slaughtered one Vehicon after another, spewing acidic acid to melt some of them in the process, and webbing others before whipping those caught into a wall.

"Yes our Queen!" exclaimed the Insecticons as one voice.

Megatron snarled in rage, his sword arm unleashed, and now waited on his bridge for the battle to come to him. Soundwave stood next to him, as did Dreadwing with his sword now in his hand, and preparing himself for the fight that was to come. They didn't have to wait long, as the door to the bridge was melted away by Airachnid's acid, and the femme technorganic entered first before transforming into her bipedal form. The Spider Bot's many eyes both before and after the transformation had been glowing with fury while she snarled with acidic venom dripping from her mouth.

In short...Airachnid was one pissed off Cybertronian femme.

"Airachnid! You dare yourself here. I shall finish what I started in that cave and this time I will ensure no Insecticons stand in my way of personally ripping out your treacherous spark!" declared Megatron with Airachnid smiling a cruel smile.

"What a coincidence Megatron. I was thinking the _exact._ _same. thing_!" replied Airachnid, as she let out a animalistic screech, and charged Megatron with the Insecticons behind her following the Spider Bot's actions.

(With Jack-At the Moment)

Jack stirred from his slumber. He felt something was wrong. Off actually. Like something was missing or separated from his person. Opening his optics, Jack looked around and found he was in the berth of webbing that Airachnid made to support him in the cave that was made to force two Cybertronian Medics repair Hardshell.

So why did he feel like something was wrong?

Getting out of the webbing, Jack made his way to the rest of the base, finding the number of Insecticons was drastically decreased, and Airachnid was not around. His feelings of dread on the matter increased and made his way to one of the Insecticons still in the base.

"Where is Airachnid? Where is my Queen? Where is the majority of the Insecticon hive? What had happened in my absence?" demanded Jack with the Insecticon looking slightly shocked from his sudden aggressive behavior.

"Queen Airachnid took the majority of my brothers to Megatron's warship to engage him and the other Decepticons in battle my King. She ordered the rest of us to stay here to protect you while recovering from your injuries," replied the Insecticon with Jack now looking shocked and horrified by this news.

"She took the majority the hive to do battle with Megatron?" asked Jack in shock, as he let go of the Insecticon, and felt his emotions raging within him like a storm.

"She wanted to avenge you my King. Her seeing you in pain and near death at the hands of Megatron sent our Queen into a frenzy!" explained the Insecticon with Jack breathing heavily now, not that he really needed to, but the act itself was telling those around him that he was angry, and getting angrier with each passing moment.

"Airachnid was able to Ground Bridge to the Decepticon warship, meaning she has there coordinates, and used them to strike directly at Megatron without the ship itself blasting the hive to pieces. Is that ship still hovering near those coordinates?" said Jack with the Insecticon going to the nearest terminal and saw the ship was indeed hovering orbit.

Though now it was clearly showing signs of damage.

"Yes my King," answered the Insecticon while Jack locked his eyes on the coordinates, his processors already telling him where on the planet to go, and began to move to the nearest exit.

"My King wait! You are not fit for battle!" protested the Insecticon, but was stopped in following Jack when the technorganic Cybertronian turned around, and glared glowing optics right back at him.

"My Queen is fighting Megatron alone! I will not on my aft regardless of my health while her life in danger. She will one day be the Mother of our species future. I will not standby and let that future be put in jeopardy!" exclaimed Jack, as he began moving through the ship to make for the entrance the Insecticons had made should they need an emergency exit should the base be discovered without a means to escape via Ground Bridge.

"Shall we accompany you my King?" asked the Insecticon knowing the others would gladly do so if ordered.

"No! I will not leave our base undefended. Only a fool would do that. All of you stay to defend the base, but be ready to mobilize should I give the order, and by the Pit get me a transfer drive!" commanded Jack, as he had plans of his own, and they involved the Iakon Database currently in Megatron's possession.

"Here my King," replied an Insecticon with a transfer drive in hand and gave it to Jack.

Without another word, Jack left the base, transformed into his draconic alt mode, and then flew into the sky where his Queen was fighting their shared foe.

(Autobot Outpost Omega Two-At the Moment)

"Optimus, you are not going to believe this, but the Decepticon warship has popped up on our scopes, and appears to be under attack," said Ratchet, as he saw the ship come on his screen, and the sensors showing it was badly damaged.

"Who is targeting them?" asked Optimus with Ratchet looking grim while everyone else on Team Prime looked at the screen.

"Airachnid...and she's brought the Insecticons with her. Probably most if not all of them," answered Ratchet with Optimus looking grave.

"And Jack?" asked Arcee with Ratchet shaking his head.

"Scans show he is not among those fighting. He is either still heavily injured from his last fight with Megatron or...," answered Ratchet with Arcee scowling at him.

"Don't say it Ratchet," said Arcee with her glare keeping the Medic's mouth shut.

"So how do we proceed? Do we attack? Or do we let Airachnid and the Insecticons have their fun before leaving?" asked Wheeljack with Optimus thinking things over in his mind.

"Our involvement would only lead to further chaos that we would gain nothing should we decide to interfere. Megatron's battle is with Airachnid and the Insecticons. We will do nothing for the time being until an opportunity presents itself. Ratchet, you will continue to monitor the situation, and update me when appropriate," answered Optimus with the Medic nodding before a new signal popped up on screen.

"You are not going to believe this Optimus," replied Ratchet, as his sensors were tracking the signal, and saw it was coming in fast toward the _Nemesis_.

"I think I can old friend," countered Optimus while watching the signal heading for a collision course with the _Nemesis_.

"Not just that, but an emergency distress signal is coming from the warship itself, and being broadcasted to anyone capable of receiving it," stated Ratchet with Optimus now frowning for a moment.

"Answer it Ratchet and block out any other potential receivers," ordered Optimus with Ratchet nodding and doing just that.

_"Oh finally! Thank Primus you Autobots picked up!"_ exclaimed Knock Out with his face nearly covering the entire monitor while looking like Unicron himself was chasing him.

"Knock Out? What is going on up there?" asked Ratchet with Knock Out glaring at him with a hint of panic on his face.

_"What the frag do you think is happening up here?! We're under attack for Primus's sake! We're all getting torn up, chewed up, and scrapped like we've never been scrapped before in a fight!" _answered Knock Out in a near hysterical tone while looking back for a second when the sound of fighting got near his room.

"That's what happens when you get on Airachnid's bad side," commented Arcee offhand with a small smirk on her face while Knock Out scowled.

_"Oh you're just loving this, aren't you? Seeing us getting torn a new tailpipe. Well, you won't be so happy when Airachnid, and her Insecticons go on a rampage on the planet after she's done with us! I swear that femme was bad enough, but now its like she's blown every gasket in her body, and has overheated her processors!"_ exclaimed Knock Out before he heard an unearthly roar shaking the room with the sound of something crashing violently into the warship itself making the Decepticon Medic cry out in surprise with a whimper soon following.

"Knock Out! What just happened?" asked Optimus with Knock Out looking around the room before he glanced at another monitor and letting out a whimper.

_"Oh scrap,"_ whispered Knock Out before the fighting got even louder.

"Knock Out!" commanded Optimus with authority in his voice.

"_Not so loud or he will hear you!" _whispered Knock Out with the others raising their metallic eyebrows at him.

"Who?" asked Bulkhead with Knock Out looking at him with a furious scowl on his face.

"Who do you think you dumb lug nut?! Jack! Jack is here! On this ship! And right now he is going toe to toe with Megatron on the bridge!" exclaimed Knock Out loudly before covering his mouth out of fear of Jack or one of the Insecticons would hear him.

"Optimus, that was the new signal we saw fly right into the _Nemesis_," stated Ratchet with Optimus nodding in agreement.

_"You've got to get me out of here! Before they take over the ship and turn me into scrap!"_ whispered Knock Out fearfully.

"And why should we help you?" asked Arcee coldly before Optimus could even reply back.

_"Why not?! Aren't you Autobots all for showing mercy and protecting the weak? All that kind of warm your Spark kind of scrap?!"_ asked Knock Out since he wasn't expecting much resistance in terms of their aid to save his life.

"We are, but you aren't exactly _weak_," countered Arcee with her smirk growing before Optimus turned to glare at her for a moment.

"Regardless of what Arcee said just now, we will provide you a Ground Bridge to escape in Knock Out." declared Optimus with Knock Out letting out a sigh of relief before he let out a small shriek when the fighting got _really_ loud and the sound of the door leading to his room could be heard being torn open.

_"Hurry! The Insecticons are coming in here and they sound angry!"_ exclaimed Knock Out, as he punched in the coordinates of where he was on the _Nemesis_, and looked at the door with the sound of the Insecticons getting closer to his location.

"Ratchet, open the Ground Bridge for our new guest," commanded Optimus with Ratchet shaking his head at the idea of opening their base up yet again to _another_ Decepticon like they did with Megatron once, despite it being under different circumstances, but he did it anyway, and watched as Knock Out belly flop out of the portal onto the ground before it closed.

"Oh sweet concrete how I love you!" exclaimed Knock Out, as he kissed the ground, and let out a sigh of relief before pausing when he heard the humming sound of weapons now being aimed at him.

"I believe this is the part where you surrender," stated Wheeljack with a grin on his face.

"Normally I would say 'oh scrap' to this kind of situation, but considering how you just pulled my aft out of the fire, I'm willing to surrender to you," replied Knock Out before he was put in restraints and picked up off the ground.

"What happened to the relic you took from us?" asked Arcee with Knock Out scowling at her.

"What do you think? It is or rather _was_ in Megatron's possession the last I saw of it. One of the Insecticons had made a hole in the bridge I was able to escape in while Megatron, Soundwave, and Dreadwing decided to do battle with those retched Insecticons following Airachnid's command," replied Knock Out with none of Team Prime liking his answer.

"So much for loyalty to Megatron," remarked Smokescreen with Knock Out glaring at him.

"Oh shut up rookie. Like you wouldn't have done what I did in my place if put in that kind of situation," challenged Knock Out with Smokescreen frowning at him.

"No. Not to Optimus," answered Smokescreen while Knock Out just looked at him with disbelief.

"You said Jack was there. My son?" said June from where she was in the human area of the base with Knock Out looking at her..

"Yes. Your crazy former fleshy of an _offspring_ decided to play a game of 'crash into the Decepticon warship' with his weird aft body. I saw him in his bipedal mode after he had just crashed right into the bridge via a nearby monitor when I was speaking to the Prime about my rescue," answered Knock Out before letting out a shudder at the memory.

"That would mean Jack transformed midflight into Megatron's warship and let physics take its natural course," concluded Ratchet before they were being hailed again.

This time by Dreadwing.

_"Optimus Prime! Can you hear me?! Come in Prime!"_ asked Dreadwing, as he was in the middle of fighting wave after wave of Insecticons, clawing, and biting at him.

"Dreadwing! This is Autobot Outpost Omega Two, I hear you," answered Optimus with screen showing Dreadwing currently had his back to a terminal and fighting off multiple Insecticons at once.

And slowly losing.

_"As low as it is for me to ask for your assistance in anything, I am currently in need of your...__**aid**__ in escaping, and I respectfully request a Ground Bridge be sent to my current coordinates,"_ said Dreadwing before knocking several Insecticons back and slicing into several of them to give himself breathing room.

_"For the glory of the King and Queen of the Insecticon hive! Let their revenge be written with the blood of their enemies!"_ bellowed the Insecticons in front of Dreadwing with the war cry echoing for the Autobots and Knock Out to hear.

"Is there anyone else with you Dreadwing?" asked Optimus with Dreadwing showing he was still fighting off multiple foes.

_"A significant amount of our forces have abandon ship using their alt modes giving them flight, and leaving only myself with two others. I need your Ground Bridge to escape with them to freedom,"_ replied Dreadwing before grunting in pain when an Insecticon's clawed servos pierced the side of his body.

"We will prepare a Ground Bridge, but it will not be open for long," replied Optimus with Dreadwing letting out a grunt, which was no doubt his version of a thanks, and a means of dealing with the pain from his injury.

_"NO! I will not be cheated out of my revenge!"_ exclaimed the angry voice of Jack, as he threw something very large at Dreadwing, which barely missed him, and hit the terminal causing the screen to scramble for a moment.

And the object in question looked like a familiar faceless Con.

"Call me crazy, but...did Jack just throw..._Soundwave_?" asked Wheeljack, as he looked at the others looking back at him, and nod in agreement that they also saw the same thing.

"It doesn't matter. What does matter is we stop this carnage created by Jack, Airachnid, and the Insecticons. Open up the Ground Bridge and prepare for our...guests," replied Optimus while seeing Agent Fowler had discreetly made sure Five Faces was hidden away thanks to the Quintesson's personal space area being made mobile via the same hovering technology that the Quintesson himself used to move around with.

The last thing they needed was a few Decepticons learning about the Quintesson and what he had done to Jack.

When Ratchet opened the Ground Bridge, the vortex had barely stabilized when the first of three Decepticons came out of it, which turns out was a heavily damaged Soundwave, and saw his visor had been shattered prior to entering the portal. At first, the Autobots thought they would need to train their weapons on him, but the Decepticon spymaster was clearly too injured to do anything, and was quickly dragged out of the way for the next Con to leap through the portal. As they did this, Dreadwing came out next with the third Con being held by him, and the Autobots were shocked to see who it was that the SIC of the Decepticons had brought with him before the portal closed.

It was none other then Megatron himself.

"Megatron?" asked Optimus, as he saw the Decepticon Warlord had seen better days, and his injuries showed it.

The former Gladiator of Kaon had claw marks, slash marks, and acid burns to name a few of the injuries that covered the Decepticon Warlord. He had been pierced right through the torso and his one arm was bent at an odd angle though it may have been from the impact after jumping into the Ground Bridge with Dreadwing.

"Ah...Optimus. What is the old expression? The enemy of my enemy...is my friend?" replied Megatron weakly with energon leaking out of his mouth.

"It would seem that would be the case here," stated Optimus before glancing over at Dreadwing and saw the SIC of the Decepticon cause was also in bad shape.

"You can thank your former human pet for my condition Optimus. To think such a weak fleshy human like that could cause me so much damage as a Cybertronian. He would have made a great Gladiator in the Pits of Kaon," remarked Megatron while he tried to stand on his own two feet with Dreadwing doing the same.

"Knock Out? You vile deserter! If it wasn't for the fact I'm injured right now, I would rip out your Spark for your actions in abandoning us when in battle!" exclaimed Dreadwing with Knock Out now hiding behind Bulkhead.

"Oh like I would have been able to make a difference! I would have been maimed beyond repair!" protested Knock Out with Dreadwing glowering at the hiding form of the Medic.

"Regardless, you could have helped turn the tables in our favor rather then be concerned for your own vain appearance!" exclaimed Dreadwing before he grimaced and fell to his knees in pain.

"Now is not the time to blame others for what has happened Dreadwing. What we need to know is how things turned out the way they did," said Optimus with Dreadwing looking up at him for a moment before nodding.

"We were engaging Airachnid and her Insecticons. I had never seen her that angry before today. It was as if...as if she had become possessed by the chaotic fury of Unicron himself and had no intention of stopping until we were all killed by her many spidery appendages she possesses," remarked Dreadwing while telling the tale of how things spiraled out of control.

(Flashback-Earlier during the fighting)

The trio of Decepticons, considered to be the strongest of the entire army, clashed with Airachnid, and her army of Insecticons. It was clear that Airachnid was in no mood to give mercy to them, as her optics glowed with rage, fury, and purpose the likes they had never seen. When the battle was joined, Airachnid first fought Dreadwing, and Megatron at the same time with the Insecticons going after Soundwave when they weren't tearing through the Vehicons still on the Bridge of the warship. The battle soon shifted to where Airachnid was facing Megatron while Insecticons were keeping Dreadwing back, there numbers, ferocity, and brute strength keeping the SIC on the defensive. As for Megatron, he was stabbed at various points by Airachnid's many limbs, but the former Gladiator of Kaon wasn't going to fall so easily to her strikes, and was able to grab one of the spidery limbs before swinging the femme around into anything he could.

"You came here to hurt me Airachnid, but make no mistake that before I rip out your Spark, I will see to it that you are the one hurting, and this day will mark the day your screams are heard by your Insecticons before they swear their loyalty to me again," said Megatron, as he slammed her into the ground, and raised his sword arm up to cut off the limb he held.

Only to stop when Airachnid let out a cruel chuckle.

"You think I will die here today? That by killing me will bring about some kind of major victory for you against me? Against my Jack? If you believe that, then you are an even bigger fool then I thought," said Airachnid, as she saw Megatron scowling at her, and brought the femme close before grabbing the Spider Bot by the neck.

"And tell me how your death will not bring me satisfaction much less my victory?" asked Megatron with Airachnid smirking with her glowing optics dancing with mischief.

"Because my Jack won't break from my death like you think. If anything, you will only unleash an unstoppable monster that will not be stopped, and cannot be stopped once freed from its restraints. As you will soon see for yourself...," replied Airachnid, as she turned to look at the window of the bridge, and Megatron did as well before his optics went wide in horror at the sight that was coming right at them.

It was Jack in his alt mode and you could easily tell even from a distance that he was moving toward them at very fast pace and was also very angry.

It clearly showed when Jack let out a massive draconic roar that shook the Decepticon warship violently, sending everyone stumbling around, which was soon followed by a massive beam of fire, and it was slicing right through the side of warship. Megatron saw the dragon fly into a fast, yet tight circle to move back around, and transformed into his bipedal form during midflight when Jack came toward the bridge. His now smaller form allowed Jack's body to move even faster like a bullet and the position he went into had made it go even faster.

By that point, time itself seemed to slow down for Megatron, Dreadwing, Soundwave, Airachnid, and all the Insecticons on the bridge turning to stare at the incoming projectile that was Jack. They saw Jack crashing right into the bridge, his left arm was outstretched while his right arm that had its sword extended, and ready to stab or slice whatever got in his way.

In this case, the blade was aimed at Megatron, who found his head had been grabbed by Jack, and the technorganic's right arm stabbing the Decepticon Warlord right through the torso. Megatron himself cried out in pain, the energon in his blood spraying everywhere, Dreadwing, and Soundwave looked on in horror though the latter of the two couldn't see show it. The impact of Jack hitting Megatron caused the two Cybertronians to skid down the narrow floor leading to the main part of the bridge, with the former still on top of the latter, a grin on the technorganic's face, and began twisting the sword in the Decepticon Warlord's torso.

"How does it feel Megatron? How does it feel to know that your death has a face and a name?" asked Jack, as he ignored Megatron's hands trying to break his grip, and trying to knock him off.

My Lord!" exclaimed Dreadwing, as he fought off several Insecticons, and tackled Jack off of Megatron.

Jack snarled at him and moved to attack Dreadwing, but sensed movement to his left to see Soundwave's pair of tentacles coming at him. Acting quickly, Jack had sliced through them before grabbing the damaged limbs, and yanked the silent Con towards him. With his sword retracted, Jack cocked his fist back, and punched Soundwave right in his face plate..._hard_! The end result was the glass from his visor shattering into a couple dozen of pieces, but the abuse didn't stop there, as Jack yanked Soundwave back, and punched him again...and again...and again...and again all over his body in a seemingly endless cycle of hard hits meant to cause lots of pain to the silent Con.

With a solid kick to the spymaster, Jack sent his foe directly at Airachnid's feet, not that Soundwave would know that since he was currently blind, and deaf from Jack's attacks on his body. Standing over him, Airachnid grinned evilly, her mouth drooling with the acidic venom that she was itching to use on the Con that _dared_ to humiliate her in combat right in front of the other Decepticons when she was SIC, and was trying to get them to leave the planet during Unicron's emergence.

"I swear on the Allspark that on this day, all of the Insecticons, Jack, and myself on this warship will hear your screams Soundwave," vowed Airachnid, as she pounced on the spymaster with a shriek like war cry, and began to show Soundwave why you don't give someone like herself a chance to comeback for a chance at revenge.

"We need to get out of here Lord Megatron! We must abandon the ship," said Dreadwing, as he helped Megatron up, and saw the wound his Master had just gone through.

"And where do you suggest we go Dreadwing?" asked Megatron before he and his SIC were tackled by Jack into a wall before Dreadwing acted quickly on instinct to punch Jack in the face to knock him back.

"The enemy of my enemy is my friend my Liege," replied Dreadwing with Megatron's optics narrowing.

"You dare suggest _their _aid?!" demanded Megatron while a hand was on his injury and the other had its sword arm out to fight off Jack's relentless attacks while the Insecticons went after the Decepticon Warlord's SIC.

"It is either that or we perish here," replied Dreadwing, as he was fighting off several of the Insecticons, and barely holding his own.

"Fine! Hurry and contact the Autobots while we have the chance Dreadwing. Attention all Decepticons! Abandon the warship! I repeat abandon the warship! Retreat to various energon mine locations and await further orders from me!" commanded Megatron before he was pressed against a wall by Jack, their blades clashing against the other, and was face to face with his enemy.

"I know the perfect spot to mount your head on the wall of the room where Airachnid and I share a berth together," remarked Jack with a grin on his face while Megatron grimaced and tried to push the technorganic back.

"I am a former Gladiator of Kaon. I will not die so easily!" exclaimed Megatron while he tried to push Jack back and was succeeding slightly, but let out cry of pain when his foe kneed him where the stab wound was located.

"Really? Because it looks pretty easy to me," Jack shot back and pressed the advantage before the appearance of a Ground Bridge distracted him and Megatron used it to punch him in the face with enough force to make the draconic Cybertronian to stumble back into Airachnid so she couldn't finish Soundwave off.

"Soundwave! Jump into the Ground Bridge! Quickly!" commanded Megatron knowing that the survival of his spymaster would be crucial in the future and saw Soundwave barely had enough strength to move before using what he had left to leap through the portal.

"Its time to go my Liege," replied Dreadwing, as he was able to pick up Megatron, and rush to the Ground Bridge while ignoring Jack cries of outrage before the two made the leap into the portal.

"This is not over Megatron! You hear me?! ITS NOT OVER!" exclaimed Jack in rage with his optics glowing angrily at being denied his victory.

(End Flashback)

"And that is what happened before our arrival," finished Dreadwing with the Autobots looking at him in shock and horror.

"Wow! That's some story you just told," commented Wheeljack with Dreadwing glaring at him slightly.

"It is not a mere story you fool. It is the _truth_!" spoke Dreadwing angrily in an almost deathly whisper.

"What of the Iakon relic Knock Out had recently acquired? Is it still on the _Nemesis_?" asked Optimus with Dreadwing looking at him, then Megatron, and back at the Prime.

"The relic is there among the internal wreckage of the warship located somewhere on the bridge. It was lost during the fighting," answered Dreadwing simply.

"And possibly into the hands of Jack and Airachnid," concluded Optimus sadly with the Decepticons in the room with the exception of Soundwave looking at each other.

"I take it the key in question holds some manner of significance Optimus. Otherwise you would not bring it up," remarked Megatron while Optimus looked at his old enemy and former old friend from years ago before nodding.

"Yes, but until I can trust you Megatron, such information will be kept from you," replied Optimus with Megatron scowling at him.

"Trust him? Wait Optimus! You're not serious in letting them stay here? Or healing them for that matter?" questioned Arcee with Optimus looking at her now.

"As Megatron pointed out earlier Arcee, the enemy of my enemy is my friend, and like it or not...Jack has indeed become our shared enemy," answered Optimus with Arcee now looking at him in horror along with some of the Autobots.

"After all that he's done over the Mega Cycles? What he did to Cybertron? To this team? To the children? To Jack?!" demanded Arcee with Optimus's optics showing sadness and the memories of the past coming up the forefront of his mind.

"I do not make this decision lightly Arcee, but Jack is now in possession of a warship, not to mention the secrets it currently holds, and the various Iakon relics that Megatron has acquired during our hunt for them. Jack along with Airachnid have become a growing threat to everyone on this planet, not just against the Autobots, and the Decepticons like things first started out," answered Optimus while he glanced at Ratchet now working on Megatron's injuries despite the look on his face stating he would rather not.

"Well spoken Optimus. Though given our past history, I do question your resolve when the time comes to extinguish Jack's Spark, and do what must be done," commented a slightly amused Megatron while Optimus's optics narrowed.

Before anything else could be spoken between the two leaders, a transmission was sent to the base, and it was coming from the _Nemesis_. Apparently from what Ratchet could tell, was the warship's system had automatically locked, and logged in where the connection had been made when Dreadwing or possibly Knock Out had contacted the Autobots. While their location was clearly hidden, the general area where the base was located was not, and the transmission sent broad, but not on the scale Knock Out, or Dreadwing had first done.

_"Optimus! You and I have to talk,"_ came Jack's voice plus his angry face appearing on their screen.

"It would seem that way Jack," replied Optimus, as he saw the former human looking behind him, and saw Megatron along with the other three major Decepticons with the Autobots.

_"I'll make this short and to the point Optimus. I want the Decepticons you have taken from me. I request that you to bridge them to my ship so they may face true justice so they may answer for their crimes,"_ replied Jack with Optimus's optics closing and opening again while processing the request.

"And I must respectfully...decline," answered Optimus with Jack's optics going wide in surprise before they narrowed in fury.

_"Why? Why Optimus? Why?! Why do you protect Megatron?! Why?! Why do you protect the Decepticons before you?! Why do you persist in this endeavor to protect those that would sooner sell you out if roles were reversed?! So answer me this one single question Prime...__**WHY**__?!" demanded Jack angrily with Optimus's optics showing sorrow before he looked back at the Decepticons and then back at Jack with resolve._

"Because if I don't...then I would betray all that is Primus's teaching and I cannot do that to the being responsible for our creation," answered Optimus with Jack's optics narrowing at him.

_"It sounds like a son honoring his Father. How...__**wonderful**__ for you. We should all be so lucky to honor the ones responsible for our creation,"_ Jack shot back while June, who was currently in the human common area with the children was hearing everything, and winced slightly since her son had Father based issues regarding the man who left them for supposedly greener pastures.

"Whatever you may think of me Jack, I must do what I feel is right in this situation, and that means I cannot surrender the Decepticons here over to you. I am truly sorry," replied Optimus with Jack's anger increasing at the end.

_"Not yet your not. But you will be soon when Megatron sees an opening and rips out your Spark when you least expect it! I can only hope I'm there to witness the event so I can say 'I told you so!' to your face right before life leaves your optics,"_ replied Jack while seeing Megatron snarling at him in the background.

"We shall see Jack," said Optimus calmly, but deep inside he could feel his Spark aching, and saw Jack turn his attention back to him.

_"We shall Optimus. Of that there is no doubt. I tried to be civil in this case. To make you see reason in handing the Decepticons over to me to face justice for their crimes. To end the war that has ravaged your home planet and has slowly been working its way through mine! Instead, you have elected on behalf of your entire team, my old friends, my Mother, and the Decepticons with you to follow the way...of __**pain**__!"_ stated Jack angrily before he ended the transmission with Optimus letting out a sigh and turned to face the others.

"O-kay, did anyone else feel a sense of foreboding when he said that? Because I sure did and I didn't like it one bit," commented Knock Out worriedly the others thinking the same thing.

"Quiet you fool! Your cowardice knows no bounds," replied Dreadwing while glaring at Knock Out before Optimus stood between them and freed the Decepticon Medic much to the shock of the others.

"For the moment, we need all available hands we can get, and Knock Out's skills would greatly assist Ratchet in his work in repairing the others," stated Optimus while Knock Out grumbled a little, but shut up when Dreadwing gave him a look, and decided not to push it.

"Well...it beats repairing Insecticons," Knock Out commented to himself before getting to work on repairing Soundwave.

"Optimus, is this really a smart move? I mean..._Megatron_ of all the Cons is right here in our base with Dreadwing, Knock Out, and Soundwave. We could scrap them all right now and end this war with the Decepticons with ease since the others are mostly Vehicon drones. After that, Jack can be our main concern," whispered Arcee while glancing at the Cons in the base.

"I agree with Arcee on this one Optimus. I mean, would it really be so bad to just remove them all right now in one shot? It could take some of the heat off if us when Jack decides to go hunting for them," added Bulkhead with Optimus frowning deeply.

"If we did that Bulkhead, then we might as well remove the Autobot symbol we proudly wear on our bodies, and take up the Decepticon insignia in its place," replied Optimus with Bulkhead letting out a groan while watching Bee glaring at Megatron for obvious reasons.

"It wouldn't hurt to be cautious of them considering our _other _guest. Once they're fully repaired, you can bet a year's worth of energon they're going to do something we won't like, and make us question our actions in showing them mercy," offered Wheeljack with Optimus frowning further.

"Should that moment come, I will end Megatron myself, and all those that stand in my way of doing it," Optimus told the Wrecker firmly with conviction.

"Knock Out! I needed that!" exclaimed Ratchet, as he had one of his tools snatched away from him by the Decepticon Medic before it could be used by him, and saw Knock Out smirking.

"Yeah well I need this more then you right now," countered Knock Out before going to work on Soundwave again before grumbling about low grade medical equipment while Ratchet grumbled about disrespectful Decepticons.

"They can't stay here in this base Optimus. We have to relocate them," whispered Arcee with Optimus silently agreeing with her.

"And we will. For the moment, they are guests, and will be treated as such until otherwise told differently. When that time comes, we will Ground Bridge them to a neutral location where they can go elsewhere," replied Optimus with Wheeljack grinning.

"And secretly keep track of them from here so we can find out where they're heading," remarked Wheeljack confidently since they could do that easily.

"If you four are done conspiring against my fellow Decepticons and I, we need to create a plan of attack against Jack, Airachnid, and his Insecticon army," replied Megatron since he saw the four talking to each other in secret.

"Considering the shape you are in Megatron, any plan we create would result in you, and the others here to wait until repairs are done," stated Optimus with Megatron frowning slightly even though the Prime was right.

"Not to mention Jack will make sure the ship's ability to shield itself from being detected will be up and running by then, added to the fact his Insecticon Hive will be there, and will not give up without a fight. Even _IF_ you were able to get onto the ship with us and troops to back your attack up, the Insecticons would easily destroy them," added Ratchet since he had known long ago that one Insecticon was bad enough, but the entire hive on your aft was far worse, and they made that known many time under the command of their current Masters.

"Ratchet is indeed correct on this. We must show patience here Megatron. To do or say otherwise would be foolish," said Optimus while Megatron looked to his SIC, who had given him a brief nod, and showed Dreadwing did indeed agree with the Prime on this.

"Very well. For the moment, I will relinquish my command of my subordinates here over to you, and trust your judgment on this matter Optimus. But make no mistake, when the time comes to fight Jack, _I_ will be the one to do it, and _I_ will be the one who rips out his Spark!" stated Megatron while Optimus narrowed his eyes at him, but said nothing on the matter, and neither saw Arcee glaring at the Decepticon Warlord.

Arcee wouldn't let them snuff out Jack's Spark. She couldn't betray her partner like that, even after all that happened, and vowed to stop such an act.

Even if her own Spark was snuffed out in the process.

(_The Nemesis_-At the Moment)

Jack watched as his Insecticons worked furious to repair the Decepticon's warship they had just acquired from Megatron and get any damaged systems repaired. The last thing he wanted for Optimus and Megatron to work together in taking this new mobile base of war from being taken away. Not to mention the Iakon Database being downloaded into the transfer drive to be taken back to their now secondary base should this one become compromised.

"How are you feeling my Jack?" asked Airachnid, as she walked over to him while stared out the view before him that was slightly blocked by the various Insecticons working on repairing it, and wondered what was going through his head.

"Physically? I'm fine," answered Jack calmly though Airachnid knew better.

"I'm...sorry I kept my intention from you my Jack," stated Airachnid softly, as she got closer to him, and put a servo gently on his arm while hoping he didn't shrug it off.

He didn't.

"Why did you hide your intentions from me? Why didn't you tell me your plan to take the warship while I was recovering?" asked Jack while turning to face her.

"Would you have let me do what I did? Would you have tried to stop me getting revenge on Megatron for nearly killing you my Jack? For nearly taking you away from me after our time together has been more then I could have ever dreamed?" asked Airachnid with Jack smiling at her.

"You know me too well my Queen. You're right. I would have tried to stop you. I feared that despite everything we've done so far, Megatron would have slain you in combat, and I would be alone in the Universe in being the last of our new species. I also feared that I would lose the femme I love who was going to one day be the Mother of my children and the one responsible for bringing about a new species of Cybertronian life," replied Jack, as he held her close, and Airachnid smiled while embracing him.

"I'm not going anywhere Jack. I won't leave this world or become one with the AllSpark until I fulfill our shared desire," whispered Airachnid while Jack smiled down at her.

"Do you forgive me for my selfishness my Queen?" asked Jack with Airachnid letting out a small chuckle.

"Only if you forgive me for mine my King," replied Airachnid in a whisper while Jack leaned down and kissed her forehead near her multiple eyes.

"I already have," stated Jack in an equally whispered tone while they kept holding the other in a tight embrace.

With the war now escalating to a whole new level, this rare moment in time for the two of them being able to bask in the other's love was not going to be pass up.

(A/N: YAY! I updated again. Hope you liked it. I was going to do some Naruto writing, but...well I started reading this Naruto fic I thought I would like, and it got a few scenes of graphic MA stuff I couldn't read anymore. It kind of put up a Naruto writer's block that I couldn't get around. It just so happened a few Transformers Prime fics I liked had just been updated and I just watched the newest episode of Transformers Prime so I figured I would do this. Yes things are diverting from the show, you don't have to tell me, and I did that for a reason since the show itself is coming to an end next week with a movie (yes a TV movie) coming in the Fall so I figured I would branch out with bits and pieces of the second to third season being mixed into it in my own way. Until next time...PEACE!)


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